Sour Cherry
by Kyoko Kasshu Minamino
Summary: An old friend resurfaces in Gotham City and offers Max the opportunity of a lifetime...provided that Terry and Bruce know nothing about it. Max learns that a double life isn't as easy as it looks. Terry/Max.
1. Prologue

He never liked giving speeches on behalf of the old man. There were too many people with their eyes on him and pockets deeper than a boy from such a humble beginning could ever imagine. Still, they were all donating to save wildlife and so he pushed aside his discomfort, delivered his speech, and made a break for the balcony to cool off. Bruce required him to spend at least one hour at the function to maintain solidarity and then he would be off the hook. Though "off the hook" meant going on patrol. He didn't really mind since it felt more natural to be in the suit than in a tuxedo.

The night air was cool and fresh when he stepped out, pleased when he noticed there was no one else out here but him. Quiet time. He walked over to the edge and peered down into the street. They were at least fifteen stories up. His eyes calculated the elevation, the wind factor, and knew exactly how he could survive it if he jumped. Being Batman gave him the most curious habits sometimes.

"Nice night."

He blinked, surprised when a purring voice spoke to his left. He hadn't heard anyone come in having been consumed by his weird thoughts. He glanced over to see a tall woman with silver hair who appeared to be in her seventies wearing a forest green gown and black stole around her shoulders. She was remarkably beautiful for a woman of her age and had a smoky voice that took his breath away for a second. He remembered to be polite and went back to looking at the city line, smiling.

"Yeah, it is."

She took a small sip from her champagne flute. "It's rare, you know. I keep expecting there to be an explosion or a bank robbery."

Terry chuckled. This woman knew the city well, obviously. "Me too, actually. It never stays quiet for long in this town."

"Well, there's always Batman running around to keep them in check," she replied with a sigh, brushing a bit of lint from the front of her dress. He glanced at her again, intrigued.

"Is that a bad thing?"

"Not at all. I grew up in this town. I remember the first one. He was never popular, but then again, Batman isn't supposed to be."

His eyebrows lifted in surprise. Very few of the social elite in Gotham approved of Batman, mostly because many of them dabbled in illegal activities. She was getting more and more interesting by the minute.

"So you think it's a different guy?"

She let out a soft snort. "It has to be. Most people think he's a giant bat or some kind of mutant, but that's not true. I've seen him in action quite a few times. He's got himself a replacement."

Uh oh. Here came the criticism. He'd heard as much from the Joker and so he readied himself to hear it from the beautiful stranger. "Think he's any good?"

She shrugged one elegant, bare shoulder. "The new one doesn't have as much finesse as the old one, but he's got the fire. That's all you really need."

Once more, he found himself impressed. "Is that right?"

"Mm-hm. Batman at his most basic nature is a protector. It doesn't matter if his city doesn't love or appreciate him. He's there when it needs him and even when it thinks it doesn't. Gotham's a fickle city. Sort of like a woman, really."

Terry chuckled again and this time she joined him. The balcony door opened and a butler stuck his head out, looking towards the woman.

"Ms. Kyle, your ride is ready."

Terry's jaw dropped. She nodded to the man, turning to face Terry, who immediately shut his mouth so she wouldn't see him gawking.

"It's been a pleasure, Mr. McGinnis."

She offered her hand and he did her one better by kissing the back of it. Surprise stole across her features followed by a pleased look.

"Same to you, Ms. Kyle."

With that, she nodded to him and disappeared. Terry waited a couple of seconds before whipping out his cell phone, impatiently tapping his foot as it rang.

"Hello?"

"Max? You are _never_ gonna guess who I just met."

* * *

**Well, kiddies, I've been bitten by the bug. I finally decided to start this multi-chapter fic that I've always wanted to write, but never had the guts to. Therefore, sit back, relax, and don't forget to hit the Review button to let me know what you think because things have only just begun. **

**Kyoko  
**


	2. Shout when you want to get off the ride

Max hated walking home from her computer science lab. It was her own fault, really. She had found a breakthrough in her research and got so wrapped up in the work that she didn't notice the time and stayed well past midnight, meaning that the buses on that side of town were now closed. Terry was already on patrol at this point so she couldn't get a ride, unless she wanted to cram herself into the batmobile again, and that was assuming that the old man wasn't awake to tell her to beat it.

Her frown deepened as she thought about Bruce Wayne, the cantankerous former Batman. Twice now, she had tried to prove to him that she was tough enough to help Terry fight crime and twice he had sent her home making her think she was unworthy of the task. She loved Terry dearly, but even she found it unfair that someone with a juvenile record was more qualified to be Batman than someone with a perfect background. Then again, maybe that was the old man's point. Terry was well acquainted with violence and she had only been taking martial arts classes. But she wanted the chance to do something for the city she called her home and it angered her that neither of them would teach her how.

She shivered as the wind blew, pulling her blue jacket tighter around her shoulders and glancing around at the scenery to distract her mind. She was passing in front of midtown where the rich and famous rented townhouses for ridiculous amounts of credits. Unlike her neighborhood, there weren't kids hanging around smoking and listening to loud music. Here, the streets were clean and there were few cars parked out front to avoid carjackers. Smart.

She was a couple blocks away from her home when she heard the worst sound one could possibly hear at midnight in Gotham City: motorcycles. Her blood ran cold as she turned and looked behind her. Sure enough, at the end of the street, there was a gang of Jokerz on their colorful but menacing bikes, laughing and joking with each other. They hadn't spotted her yet. She needed to get out of sight quickly or they'd catch her and she just wasn't ready to use her martial arts skills yet.

Max ducked into the nearest alleyway, her sneakers scraping against the damp concrete as she hurried her way through the darkness. The sounds of their engines got closer and she started to panic, wishing she'd caught the bus instead of staying out late. She darted around another corner and ran into a dead end, cursing herself for getting the city's layout even though she had been studying it for weeks now.

Just as she turned to leave, headlights blinded her and the Jokerz parked at the end of the alley, whooping and hollering like idiots at their good fortune. The leader, Mr. J as he called himself, strolled towards her, grinning ear to ear.

"What's the matter, sweetcheeks? Need a ride home?"

Max stuffed down all of her fear and crossed her arms beneath her chest, keeping her voice harsh and loud. "Not from you."

He pouted. "Aw, what's wrong with me? Is it because I'm so pale?"

His buddies cracked up at the bad joke. Max narrowed her eyes at him. "I'm not into clowns, sorry. Better luck next time."

Mr. J shrugged. "Hey, that's fine. As long as you pay the toll."

He held out his hand, fingers beckoning for her wallet. She didn't want to give it to him, but resisting would make things worse. There were five of them. She could take maybe three on her own, but no more. Begrudgingly, she took her wallet out of her pocket and threw it at him. It bounced off his chest.

"There. Happy now?"

Mr. J snapped his fingers and the tall black Joker picked up the wallet for him. "I am…but you're not. Why don't you give us a smile, Pinky? That'll make you feel better."

"You just took my wallet, asshole. What do I have to smile about?" The words left her mouth before she could stop them. She wished she hadn't said anything but they just made her so angry she couldn't control herself.

Mr. J shook his head, clucking his tongue. "No, that won't do at all. We've gotta have us a smile, baby."

He reached into his pocket and withdrew a nasty looking pocketknife, walking towards her. In an instant, her pulse skyrocketed. No more practicing. This wasn't her kenpo class, this was real life and this man was about to carve up her face. She slid her right foot backwards as nonchalantly as possible. When he was close enough to touch, she whirled and slammed her fight foot into his chest in a perfect side kick. He went flying backwards and landed flat on his back. The other Jokerz laughed and gave each other high fives, jeering at their leader as he scrambled upright, clutching his ribs.

"Shut up, you morons!" He snapped. "Bring her here."

"Yes, boss!" The blond chirped, doing a handstand on the seat of her bike before flipping off of it. The black Joker led the four of them towards Max, who had already begun coordinating her method of attack. She wasn't strong enough to incapacitate them all, but she could hit them hard enough to give her room to get out of the alley.

The black Joker lunged for her. She ducked past his outreached hands and slammed her foot into his chin. His head snapped back, giving her an opening. She punched him in the solar plexus, winding him, and then swept his leg out from underneath him. The purple-haired Joker had been trying to sneak up behind her so she elbowed him in the gut, grabbed his arm, and threw him over her shoulder. He landed on top of the black Joker, knocking him back down.

The girl Joker landed a punch to Max's jaw just as she turned, stunning her for a few seconds. Her partner in red grabbed her and put her in an arm lock. She struggled with all her might, but could not break free. Mr. J came forward, instructing the blonde Joker to hold Max's head still. All Max could see was the blade in his hand inching towards her face and closed her eyes, wishing Terry were here to save her.

"Excuse me, gentlemen."

A woman's voice rang out through the alley. Max opened her eyes to see Mr. J turn and squint past the headlights. There stood an older woman with short, grey hair wearing a stylish white pantsuit and black blouse and holding an ebony walking cane in one hand.

"Are these your bikes?"

"Yeah. So what?"

The woman smiled, calmly placed one foot on the bike on the end, and shoved it. They all tumbled over, breaking two of the headlights in the fall. Mr. J's jaw dropped, as did Max's. Was this woman insane?

"Oh, that's gonna cost you, grandma!" Mr. J snarled, turning his back on Max and stalking towards the woman. She waited for him, still smiling, as he threw the first punch, but then something amazing happened. She slapped his arm aside and brought the cane across his left temple, knocking him on his ass. He groaned, touching the side of his head and marveling as his gloved fingers came away with blood.

"Now would you kindly let go of that young lady and be on your way?"

"Kiss my ass, you bitch!" Mr. J spat, rising again to threaten her but she whacked him across the other side of his head this time and stepped on his chest, leaning down with a menacing look.

"That's Ms. Bitch to you, dreg. Now call off your boys or I'll shove these expensive boots right through your ribcage."

She pressed her heel into his sternum for emphasis and he cringed, trying to pry her foot off to no avail. The two Jokerz that Max had attacked moved forward to attack but Mr. J finally caved in.

"Let her go, Bonk."

The Joker in red scowled but let Max slip out of his grasp. She stumbled away from him, rubbing her now sore arm. He and the blonde girl sidled past the old woman and picked up their bikes. They all sped away down the alley and the woman lifted her foot from Mr. J's chest. He wriggled away, transfixed by her stare.

"If I catch you trying this again in my neighborhood, I'll tear you in half and feed you to the stray cats as an appetizer. Got that?"

He scrambled upright and fled down the alley, calling for his friends to come get him. As soon as he left, the woman's fierce gaze softened and she turned to Max instead.

"Are you alright, my dear?"

Max wiped the blood away from her lip, smiling. "A little embarrassed, but fine."

She bent and scooped up her wallet, wincing as her shoulder stung in response. The woman noticed, sliding a hand around the small of her back.

"You're hurt. I live right around the corner, why don't you let me take a look at you?"

Max hesitated. "You don't have to, I'll be alright…"

"Nonsense. I won't take no for an answer, come with me." She led the way back to the main street. Max expected her to keep walking but to her surprise, the woman reached into her pocket at hit the key fob for a slick black Cadillac, climbing into the driver's seat. Max couldn't believe her eyes as she opened the passenger door and sat down. The last time she'd been in a car this nice was when she rode home from a social function with Terry.

Max worried the woman would take her far out of town but she only drove three blocks up through midtown and parked in one of the incredibly expensive townhouses. Things were getting more and more interesting by the minute.

They rode a pristine glass elevator up to the fifth floor and stepped out into the foyer, decorated with cream floors and walls that led into an enormous den with a fireplace Max thought was bigger than her own bedroom. The furniture was all polished wood with green cushions and there was a massive bookshelf against the far left wall with hundreds of different texts.

"I'll go get the First Aid kit, why don't you have a seat, my dear?" The woman said. Max nodded, sitting down on the chair in front of the fireplace. The woman disappeared into the next room, leaving the pink-haired teen to stare around in wonderment at her current surroundings.

She jumped when she felt something touching her leg and glanced down to find a black cat winding its way around her ankles. A cat person? Max liked her even more.

She scooped up the creature and gazed into its golden eyes with a smile. "Hey there, handsome."

The cat purred, curling into her lap and kneading his paws into her stomach contently. She chuckled and rubbed between his ears, wondering if her cat would be able to smell this one on her later.

The woman returned carrying a small First Aid kit. She'd taken off the jacket, leaving her in a black short-sleeved blouse that exposed just how fit she was for a lady in her later years. Even with the grey hair and wrinkles, she still radiated loveliness. Max hoped she would look that elegant some day.

"Does your head hurt?" the woman asked, sliding the chair opposite Max's over so she could sit.

"No. Just bit my lip and my arms a bit sore." Max paused as the woman carefully cleaned away the trail of dried blood on her chin and dabbed at the cut with a cotton ball doused in rubbing alcohol.

"Thank you. You were amazing."

The woman waved the comment away. "I was driving past when I saw them chasing you."

"Most people would have called the police."

The woman smirked. "I am not most people."

"You can say that again. I'm Max, by the way."

The smirk on the woman's face widened. "I know."

Max blinked. "You do?"

"Of course. The old man's mentioned you before."

Max's confusion mounted. "You know Bruce Wayne?"

"Of course I do, my dear. You have no idea who I am, do you?"

"I'm sorry, but no, I don't."

"My name is Selina Kyle. Nice to meet you, Miss Gibson."

* * *

**Hit that Review button. You know you want to, kiddies. **


	3. Because it crossed my mind

Max couldn't recall how long the silence between them had stretched, but it finally stopped when Selina Kyle closed her mouth for her with a satisfied smirk.

"It's getting a bit dusty in there."

Max felt her face flush in embarrassment. "Sorry. It's just that…this is so unexpected. Terry told me he bumped into you a couple of days ago at a charity drive."

"Oh, yes, the boy." Selina stood and closed the First Aid kit, placing it over the fireplace.

"He's not at all what I expected. Polite. Thoughtful. Charming." She snorted, glancing at Max over her shoulder.

"He's nothing like Bruce."

The pink-haired girl cracked a grin. "You don't have to tell me that."

"Are you and he…involved?" Selina's green eyes glinted mischievously and Max cleared her throat, squirming in her seat.

"Not even close. He's my best friend, it's not like that."

"Good. This will make things easier."

Max blinked at her. "What things?"

Selina sat down, clasping her hands together and regarding her with a serious look. "I mentioned before that the old man spoke of you. He doesn't show it, but he's obviously impressed with your intelligence. Bruce Wayne takes notice of everything and there is no way in Hell he hasn't thought about considering you for part of his clan."

Max felt excitement building inside her. "You think so?"

"Yes. But that's not the problem. The problem is that you don't have a personal connection to the old man like the boy does." She paused, glancing away for a moment.

"I read about Terry's parents back when I first heard there was another Batman running around. He lost his father to violence just like Bruce. They don't know it themselves, but it's what keeps them so close, almost like father and son. As much as Bruce doesn't want anyone to follow his path, he knows that it's something Terry has to do."

Selina met Max's eyes again. "And you don't. You have a choice. This city hasn't taken anything from you. Bruce knows that and he's using it as an excuse to keep you out."

Max frowned, growing agitated. "But that's not fair, how can he decide what's best for me?"

Selina sighed. "He thinks he knows best, and in some regard, he does. This work…it takes more than it gives. He doesn't want that for you."

Max crossed her arms over her chest. "I appreciate the concern, but I don't like people making decisions for me."

Selina smiled again. "You and I have that in common. Actually, I'm coming to find that we have a lot of things in common. I saw the way you handled yourself in that alley. You're an amateur, but you were impressive. That's why I want you to listen very carefully to what I'm about to tell you."

The pink-haired girl swallowed, her heart fluttering at the older woman's suddenly serious tone.

"I want you to consider taking up the mantle. I will give you 24 hours to think about it and I want you to really consider if this is what you want. Being a vigilante… it becomes your whole world. You become the mask. There is no room for the things that normal people have. You may never have a family again if you choose this life. Believe me. I know."

"But—"

"Don't ask me why I chose you. Never ask. In this game, either you have it or you don't, and you've got it." With that, the former Catwoman stood up and pressed a button on her phone console.

"When you go downstairs, there's a cab waiting for you with the fare already paid. Take it home. Come back tomorrow with your answer."

Max couldn't think of something to say and so she nodded, muttering her thanks to the older woman, and going back to the elevator. When the girl had gone, Selina swept up her cat and stroked him, a playful smirk on her lips as she stared out the window.

"Your move, old man."

* * *

"Max? Max? My head's on fire."

The girl blinked, drawn back into her surroundings as her best friend's amused voice broke through her thoughts. She stood in front of her locker with one arm in, resting on the spine of her Physics textbook, and had somehow drifted off in mid-motion. She sighed and grabbed the book, dumping it in her backpack.

"Sorry. Kind of tired."

Terry snorted. "Tired is one thing. You've been spacing out all day. Something on your mind?"

She shut the locker door, avoiding his gaze. "Just…tests. Got a lot on my plate this week."

"I told you to stay home today, you need rest. I can't believe those Jokerz were in that part of the neighborhood." His voice grew warm and protective with anger. She thought it was sort of cute and spared him a soft smile.

"I'm fine, Ter. I can handle myself."

"You shouldn't have to. If I see those guys again, I swear…"

She stopped him with a hand on his chest, catching his attention. "You can't do everything on your own. You know that, don't you?"

He shifted his gaze to around them, dropping his voice. "You're not starting that argument again, are you?"

"Why should I? Has anything changed?" Her brown eyes narrowed and made him uncomfortable. He rubbed the back of his neck, sighing.

"Max, don't do this. Not today."

She clenched her teeth, growing irritated. "Why not? It's not good enough that I beat five Jokerz by myself? What would it take to make me good enough for you, Terry?"

"It's not about being good enough, Max. You know that. I have a debt to pay. You don't. You're clean. You have a future. I don't have that and I won't let you throw it away."

She let out a bitter snort. "Let. Like I'm your pet, right?"

Hurt flooded across his face. "It's not like that—"

She turned her back on him, walking away. "Save it, McGinnis."

He called after her but she ignored him and he let her go, knowing she'd need the day to herself to calm down. But still, it hurt to hear those words.

"Save it," he muttered to himself, walking towards his next class. "I'm trying to, Max. I'm trying."

* * *

"No."

"I didn't even ask you anything."

"The answer is still no."

Terry's gaze hardened on his mentor as he crossed his arms and leaned his backside against the computer. "I'm running out of things to tell her, you know."

"Silence is golden," Bruce grunted, not bothering to look at the boy as he continued tracking the latest crime trend of the night. Terry fought the urge to roll his eyes.

"Look, I'm not crazy about the idea either. But you have to admit that she has shown potential and that it wouldn't be out the question to have her help us out sometimes, even if it's not in the field."

"Over my dead body."

"You don't have that many years left, y'know." The old man glared at him then.

"Selina said something to you, didn't she?"

"Selina—Ms. Kyle—" he added, when Bruce's eyes narrowed. "—has nothing to do with it. I want an answer. A real one."

Finally, the old man stopped typing. Ace's ears perked up, as if he'd literally heard the gears in Bruce's head whirling inside his skull. Slowly, he turned in the chair and folded his hands over his mouth, regarding Terry with a deadly serious expression.

"You remember Tim Drake."

Terry winced. "Yes."

"Take what happened to him…and apply it to Max."

The boy's eyes widened. "Bruce, you can't say that, they're two different people—"

"It's the worst case scenario there is. What if it happens to her? What would you do? How far would you be willing to go to save her? Would you kill? Would you risk life in jail to get revenge for what happened to her?"

His stare penetrated the boy's very soul. He felt bare, as if his mentor had seen straight through him to the truth. His hands balled into fists as his thoughts wandered, following Bruce's words. The thought of her unconscious body…of being helpless to stop a madman from torturing her…made his blood boil. He wasn't like Bruce. He wasn't in control 24/7 and he knew the answer to his questions.

"…I understand."

"Good. Then don't bring it up again and suit up. You're needed."

"Yes, sir."

He pulled on the cowl and disappeared into the darkness.

* * *

Selina's thoughts were clear when she rang the girl up the elevator to her floor. Her emerald eyes took in the sight of her as the glass doors opened and she walked over, her head held high, hips swaying, hands balled into fists, and a fire in those chocolate eyes. She stood, legs apart, and straightened her shoulders, saying only two words.

"Teach me."

* * *

**And so it begins. But it can only continue with your help and feedback. I'm being a bit ambitious with this fic and need your help to gauge how it's going so don't forget to review and thanks for your support so far.**

**Kyoko  
**


	4. Make my blood flow 7, 8, 9

The last thing Max expected to do after agreeing to become Catwoman was sitting in a chair in front of a flat screen TV with a black cat curled up in her lap.

"What exactly are we doing, Ms. Kyle?"

"Selina," the older woman corrected, her green eyes locked on the screen as she went through the footage with a remote.

"Your first lesson is simple. Study the Bat."

Max's eyes widened. "We're going to study Terry?"

"Becoming Catwoman consists of three parts, my dear," Selina said, pausing the video on the image of Batman in the middle of socking a crook in the face.

"One: fighting crime in the most stylish and memorable way possible." She arched an eyebrow and flashed the girl a catty grin, to which Max tried to not smile back.

"Two: being independent and following no one's orders but your own. And three…"

Selina pointed to the television screen with an old fashioned pointer. "Staying one step ahead of the Batman."

She tapped the pointer in the palm of her left hand, continuing onward. "You see, the key to this is keeping Terry and Bruce finding out that it's you beneath the mask. The second they find out, our game is over. Now, granted, Terry is a sweet boy from what I gather and he won't throw you in jail or anything, but he will put a stop to your nightly activities if he gets wind of them. Therefore, we are going to learn how he fights, learn his patrol schedules, and stay one step ahead of them for as long as possible. Naturally, one day, you're going to have to fight him yourself, but you'll be well prepared for when that comes along. For now, we're going to focus on his fighting style…"

She paused, tilting her head slightly. "And try our best not to focus on his exceptionally cute rear end while we're at it…"

Max coughed into her hand, attempting to hide laughter. "Right."

Selina grinned again, pressing Play on the footage. "We see here that he typically uses a brawling technique when in crowd situations. It works well for someone with his size and strength, but it's also very predictable. Count the number of men when you start the fight, calculate their speed, and then employ the appropriate methods of taking them down with the least amount of hits."

She fast-forwarded to an individual fight with Curare. "In close combat, he seems to be reactionary. Terry has experience with martial arts, but he's no master. He relies on his wits and power to get him through the fight, and that's what we're going to take advantage of. Notice how most of what he does in this fight is defend. What does that tell you?"

Max paused, watching before she answered. "He's analytical when he fights."

"Yes, but you're also forgetting one vital piece of information."

Max blinked. "What's that?"

"He doesn't hit girls."

Her eyes widened. "What?"

Selina continued moving through the video, stopping at certain points to prove her theory. "I've made several compilations of times he's fought against women and in every one of them, he never hits them. He either causes them to hurt themselves or incapacitates them indirectly. You are going to use this to your advantage. He's unconsciously holding back because he's a gentleman, which is admirable, but foolish."

"Did Bruce hold back with you?"

"He did, at first," Selina sighed wistfully. "He learned not to do that later on down the line. He was a slow learner."

"In any case, I'm going to make you a copy of this to study every night for two hours before bed. You will be quizzed so take good notes and find intuitive counter measures for his attacks."

She shut off the flat screen and moved to the coffee table where a large pile of textbooks lay. "Next, we're going to get you in better shape. You're looking pretty good right now, but we've got to get you nice and limber."

Selina held up a thick black medical book. "First, get yourself acquainted with First Aid basics: bruises, scrapes, cuts, burns, and anything in between."

She held up another. "Second, you will wake up every morning and spend one hour practicing yoga and Namaste techniques."

"But—"

"Yes, your butt, but we'll worry about that later," Selina said breezily, not noticing the insulted look on Max's face.

"Third, you will meet every weekend at the Katsuhiro dojo downtown to learn two different kinds of martial arts. One isn't going to be good enough. Bad guys learn how to surprise you pretty quick."

She picked up a white book. "Fourth, we're going to change your diet. That will help change your body chemistry to something more conducive to what we'll be doing."

She picked up the final book. "Fifth, you're going to get well acquainted with escape artistry. Whether it's Batman or the cops, this job involves a lot of handcuffs, and not the fun kind."

Selina pushed the books forward and Max started leafing through them, feeling as if her head were going to explode before she learned all these subjects. "Oh, and there's one more thing, which is the most important of all."

Max looked up. "What?"

"You cannot change your habits around Terry. Nothing. You're going to make a good, substantial lie to explain where you go at night and on the weekends and you will act as if nothing in your life is different. Don't act more confident. Don't be cute and drop hints. If you change your behavior, he's going to start investigating and it won't take him long to figure out what's going on. Got that?"

"Yes, ma'am."

"Good. I'll meet you back here tomorrow for the first round of lessons. The cab is waiting for you downstairs. Scoot."

Max nodded and gathered up the books, wobbling slightly before she managed to get them all in her arms, and bade Selina good night. The former Catwoman watched the girl go with a smile. After a moment, her telephone rang and she answered, confused as she had not been expecting any calls that night.

"Kyle residence?"

"Selina."

She felt a flurry of excitement at the baritone voice on the line. "Bruce. To what do I owe the pleasure?"

"The boy."

She smirked, plopping down on her loveseat. "I figured as much. You're never one for social calls. Is there something wrong?"

"What did you say to him the other night?"

"Nothing at all," she replied airily. "He didn't even know it was me until I said goodbye. Why? Has he said something to you?"

"What do you have planned, Selina?" His voice took on an edge, which she paid no mind.

"I don't know what you're talking about."

"You had to have known he would be at the party. You haven't made any public appearances in years."

"Why, Bruce, have you been keeping track of me?"

He hesitated only a second, but it was enough to make her smirk stretch. "Answer the question, Selina."

"Bruce, you and I both know I'm out of the game. What about your little apprentice could possibly interest me?"

She swore she could hear him grinding his teeth. "Whatever it is, leave him be. You may be out, but that doesn't mean I trust you any more than I used to."

His words stung. Her voice became cold in response. "No, you made that clear many years ago, Bruce. I don't need to be reminded. If you have any other questions, please hesitate to call."

She hung up, annoyed with herself for losing her temper. Cats didn't do that. They were cool and controlled. She had to stay focused. This wasn't about the old man or any residual feelings between them. She'd been given a wonderful opportunity to pass on to another generation. She wouldn't screw it up. Especially not for Bruce Wayne.

* * *

Max closed her locker door only to find Terry on the other side of it holding a cup of coffee and an apple cinnamon muffin. She merely arched an eyebrow.

"What's this?"

"My apology," he said, offering the food to her. She debated saying no, but her stomach growled and she begrudgingly accepted his gifts.

"Who can resist a guy who says it with food?" Max said in a flat voice, sipping the coffee. Somehow, he managed to remember the cream and sugar, which was impressive considering half the time he couldn't remember his social security number or the dates for their tests. The human brain was a remarkable thing.

"I mean it, y'know. I am sorry," Terry replied softly as he walked with her towards their next class. She wanted to stay mad at him, honestly, but he made it hard with those baby blues and those full, pouting lips. She hated that he could have easily passed for a GQ model with that face and body. It made arguing with him much harder.

"Forget it. It's not important."

He paused as he held the door to the classroom open for her, his voice incredulous. "Since when?"

An idea struck her. Selina told her to make up a convincing lie. He'd given her the perfect opening, bless him. "I couldn't help you if I wanted to. The lab guys at the university for research offered me a job last night. I'm gonna start working nights and weekends."

"Oh. Congrats. That'll look pretty sweet on your application to Gotham Tech," Terry answered cheerfully. She nearly sighed in relief. He bought it.

"Guess that means I'll have to learn how to patch myself up," he murmured with a secretive smirk. She mirrored it.

"Guess so."

"I could always drop by your lab—"

"Don't you dare."

"Not even to bring you a late night snack?"

"No."

"Not even for a booty call?"

"I will _hurt_ you, McGinnis."

* * *

The weekday lessons with Selina certainly had a learning curve. She was brutal—forcing Max to memorize the names and types of attacks that Terry used most often and how to counter them. When he fought, it looked like a big blur of fists and feet to her, but now she was slowly starting to read his body language and interpret what his next move would be. Selina had been right: he didn't have finesse, but he had power and speed. Selina taught her that she didn't need to be faster or stronger than him. The key to winning was psychological: to give the illusion of being a better fighter than both him and any opponent she went up against.

The diet change pained her greatly. She had to say goodbye to all of her junk food, save dark chocolate since it contained antioxidants, and switched to mostly lean meats and several heaps of vegetables per day. At school, she always had to pick the salad and forego the greasy pizza and country fried steak. It had three parts to it: losing the extra pounds, gaining muscle, and defining that muscle. Thus, for the first part, she'd have to get rid of anything that added unwanted fat.

The worst part of it all was the yoga. Max liked math and science because everything had an answer. For her, there was no answer to why she had to do yoga. She growled every morning the alarm went off at six thirty AM, dragged her tired body out of the bed, and did all of her stances one by one with all the deep breathing they included. She hated the silence and the patience it forced her to undergo, but by Friday, she was flexible enough to lift her ankle above her head from a seated position. She thought about Terry walking in on her at that exact moment and ended up keeled over from laughter.

Saturday finally rolled around and she rode the bus to the dojo that Selina specified, apprehensive because while she had taken kenpo classes, these were highly trained experts rather than friendly teachers. She'd read up on them beforehand, surprised to find that they were the premiere martial arts instructors in the country. It was no wonder that Selina recommended them.

The bus rumbled to a stop and she got out, taking in the sight of the classic Japanese dojo design with thin paper sliding doors. The front yard had a pond on either side of a wooden bridge leading up to the main entrance. The air was cleaner here than in the city and she took a deep breath, shifting the duffel bag with her change of clothes in it over one shoulder as she shuffled up towards the steps. On her right, there was a door with the words Management on it and she knocked on the side panel, immediately answered by a gruff male voice.

"Excuse me, I was sent here by Selina Kyle—"

"Third door to your left."

"Oh. Thanks." She ventured towards the third door, sliding it back only to be surprised. Inside sat Selina in black robes with a red sash tied about her waist, sipping tea. Max stepped inside and shut the door, observing the room. It was a private match room with katanas hanging from the walls and tatami mats on the floors. She sat her duffel bag down, slightly confused to see her mentor.

"You're late," Selina said when she'd finished her tea.

"Sorry. Traffic."

"Get changed. We've got a lot to cover."

The black girl snorted, unzipping the bag to get her clothes out. "You're not going to start singing 'I'll Make a Man Out of You' while we do this, are you? Or would that be I'll Make a Cat Out of You?"

Selina's lips twitched at the edges. "Only if you're good. Now it's time to find out just how much you've learned this week. I'm not going to go easy on you, little girl."

Max's smile was dangerous. "I wouldn't have it any other way, sensei."

* * *

**Our catwomen have started. Don't you want to see where it goes? Better review then, my lovelies...**


	5. Make my heart beat double time

_Three months later…_

"One more time."

Max sighed. "We've done this five times, isn't that enough?"

"No."

"Alright, alright. Witty line. Drop down and count how many guys there are. Analyze their heights, weights, and if there are any apparent prior injuries. Note the weapons. Catch them off-guard and attack. Another witty line, a flourish, and exit."

"Good girl."

"I've gotta ask, though…does it have to be this tight?" Her arms were held out as Selina finished zipping up the back of her costume. To the careless eye, it looked like nothing more than a cat suit, but truthfully it had layers. The bottom layer was soft memory foam that conformed to the girl's curves like a second skin and contained the suit's intricate circuitry. The second layer was a light, thin armor that left gaps at her joints for mobility but could stop a bullet. The third layer was solid black with no shine to prevent any accidental visibility. The whip coiled around her waist made her slim hips seem even smaller. She'd lost at least ten pounds since they started and it showed.

The helmet was made of two types of material: the solid head piece with her dainty cat ears and concealed the two-way radio and the soft nylon that came down over her nose, eyes, and mouth, though holes left her eyes bare. A tiny voice-altering microphone hung by her lips on the left side of her face. Selina slid the goggles down over her face, stepping back to take her all in.

"Yes, it has to be that tight. It's good for mobility and distraction."

"If you say so." Max touched the button on the edge of the goggles, activating the system's computer. Immediately, the night vision switched on and numbers flew across her field of vision, analyzing distance, location, and any other relevant information. They had been engineered to link up with the suit upon start up, meaning that everything else was now online: the in-suit ventilation, the neuromuscular amplification, and the controls to her exceptionally sharp claws. It read her body temperature and noted her elevated heartbeat on account of being nervous. It was, after all, her first night out.

"How does it feel?"

Max smiled, though she knew the older woman couldn't see it. "Great."

Selina laughed softly. "Atta girl. Now get going or you'll make me get all mushy. I'll be monitoring you from the Cat-Cave."

Max arched an eyebrow and Selina waved a hand. "That was a joke, my dear. Vanish."

Max walked over to the window and opened it, inhaling deeply as the night air rushed up her body. She aimed her arm at the rooftop and shot a grappling line to the top, yanking firmly on the line to make sure it had caught, and jumped out. When the line went taut, the mechanism in her grapple pulled her up. She had to suppress a squeak of surprise as she reached the top in only seconds, digging her fingers into the concrete and hauling her body over the ledge. That had certainly gotten her blood pumping.

"_Do you read me?"_

Max touched the side of her cowl. "Loud and clear."

"_Good. I've got a disturbance on the radar two miles from here at Zales."_

"Zales? You'd think they'd at least bump it up to Tiffany's," the girl mused, glancing over the opposite ledge. The next building over was at least a twenty-foot jump, but with the suit's strength amplification, it would be a cinch. Still, power meant nothing without precision so she adjusted her stance, took a few running steps, and leapt.

The wind sang in her ears as she sailed through the air and landed with a loud crunch of gravel underfoot. One jump. It was electric. She felt damn near invincible. Was this what it was like for Terry? She could imagine why it was hard to give that up.

She kept running, unable to keep a joyful giggle from spilling out of her lips as she sprang from rooftop to rooftop, testing the limits of her body. For the first time, she felt like her namesake: a great cat on the plains of Africa, chasing down its prey with graceful movements unmatched in power or grace.

In no time at all, she reached her destination. The Zales jewelry store was nestled between a barbershop and a sub sandwich restaurant in an outlet mall. She landed silently on the ledge, making a quick note of her surroundings. A large vent protruded from the middle of roof and next to a skylight, which is where she could see an open panel where the thieves had climbed in. She slunk over to the skylight, letting her goggles do the work of analyzing the distance to the floor. It was only about nine feet from the ceiling to the floor, though there was a zip line that the thieves used to get in hanging in the way. No reason not to use it herself.

She paused again, letting the goggles scan the dust on the rooftop. It noted three sets of male footprints, meaning she now knew what she was dealing with.

"I'm going in."

"_Be careful."_

She wrapped her gloved fingers around the zip line and climbed inside, sliding down soundlessly until her boots touched the floor. Max found herself in the break room, peering around for signs of the crooks. No one here. She paused and walked over to the digital panel controlling the alarm, lights, and power, finding a tiny thumb drive stuck into its systems. Well, at least they weren't sloppy. They had overridden the computer programming to let them in.

She then crept down the hallway to the ajar door at the end, spotting the first thief at the glass case in the front of the store. She tilted her head slightly and found a second one stuffing bracelets and necklaces into a small pouch on the far left.

"Where's Number Three?" Max muttered, edging the door open just a bit more so she could see. Just then, the motion sensor in her suit flashed in the corner of her eye, pointing behind her seconds before she heard the click of a gun.

"Hello, kitty," a male voice purred as he pressed the barrel to the back of her head. She closed her eyes for a second, suppressing the urge to curse. He shoved his foot in the small of her back and she fell forward, knocking the door open all the way and sprawling her on her stomach in front of the other two. They drew their guns, training their lasers on her body in an instant as she stood and held her hands up.

"Who the hell is that? It ain't the Bat." One of them sneered. She almost rolled her eyes.

"Your powers of observation are astounding."

"Shut it," the thug behind her snapped. "Who are you? The Bat's look out? Or just another one of the copycats?"

"_Oh, he did not just say that,"_ Selina growled in Max's ear. _"I trust you know what to do with these morons?"_

"Naturally," she whispered to her mentor, and then spoke up. "Not exactly. I'm new in town. Thought I'd get a feel for the place. Seems like you guys have got this all taken care of."

"Yeah, we do. Whatta ya say, boys? Should be hang the kitty out to dry?" The ringleader laughed.

The taller man behind her sighed. "Shame. She's got a body on her I'd hate to waste."

Max smiled and turned to face the speaker, dropping her arms and filling her voice with seduction. "Wait until you see what it can do."

She wasted no time and kicked the gun out of his hand, dropping to the floor as shots rang out over her head. The lasers hit the tall thief in his shoulders, causing him to cry out and crumple to the floor. She darted from behind the counter and hid behind a display dummy, reaching into her gloves for a smoke pellet as the other two came towards her. She tossed it over her shoulder and it burst, filling the shop with a grey shroud of gas. The man coughed, their lasers waving wildly in the confusion. She peered from behind the mannequin, noting their positions and taking a deep breath.

Max launched herself into the smoke and disarmed the first man with a chop to the throat, kicking his right kneecap. He cried out, dropping without a fight. She left him writhing on the floor, searching for the other man. A hand grabbed her wrist and she whirled, aiming her knee at his crotch. He howled in pain, pitching forward, and she brought her heel down on the crown of his head, slamming him into the floor. He went out like a light. She reached towards the back of her belt for the cuffs clipped there, snapping them on the two floored men.

"_See? Now was that so hard?"_ Selina teased in the girl's ear. She suppressed a chuckle, turning towards the door only to spot the tall man, struggling to stay upright from his wounds, but he'd gotten the gun back. She went completely still.

"Try to slink your way out of this one, kitty cat," the crook growled, aiming at her head. Max let out a deep breath and let her body react on its own. He fired and she went into a dive roll, pushing up on her arms at the last minute to turn it into a forward handspring. She went over the counter feet first and landed in front of him, flicking her claws out on her right hand and slashing his arm. He shrieked and dropped the gun. She thrust her palm up into his nose, breaking it. He tumbled onto the floor, passing out from the pain. She knelt, cuffed him, and dusted off her hands.

"The cat is back."

* * *

"Max? Max, wake up."

The pink-haired teen blinked blearily from her slumped over position on her desk, unaware that she'd fallen asleep. The classroom was empty save for her best friend, who cast a concerned look over her exhausted state. She yawned and rubbed her eyes, scooping up her laptop and shoving it in her backpack.

"Slaggit. How long was I out?"

"You did good for the first hour, but you were asleep by the last ten minutes," he replied, handing her the jacket she'd draped over the back of her seat at some point. She slid the backpack on, walking with him towards the door.

"Sorry. Been cramming all week for exams so I'm not getting enough sleep."

"Max, you don't have to lie to me." She glanced at him, suddenly filled with panic.

"Lie about what?"

"What? You think I wouldn't notice? The getting in shape, the lack of free time, the constant exhaustion...I'm not an idiot, y'know."

Her heart hammered in her throat as she prayed for him not to put the pieces together. Terry shook his head, smirking.

"You've got a boyfriend."

An uproarious blush flooded across her cheeks and she thanked God he couldn't see it. On the one hand, she was relieved he hadn't figured out her secret. On the other hand, his assumption made her incredibly uncomfortable. The two of them didn't exactly share dating stories, mostly because she had none.

"Guess even I can't fool the World's Greatest Detective," she said with a forced laugh, racking her brain for all the traits of her fake boyfriend in case he asked about them. Terry nudged her shoulder, becoming eager.

"What's his name and social security number?"

Max rolled her eyes. "You're not going to Google him."

"What Google? I'm going to put him into the police records and check his background," he answered, and she could tell he was only half-joking. Terry had a bad habit of being overprotective.

"Not a chance, McGinnis."

He pouted, which made her suppress a giggle at the immature expression. "Aw, c'mon. Something's got to be wrong with him."

She arched an eyebrow. "What makes you say that?"

"You haven't introduced him to me yet."

Max popped open her locker, taking out a few books. "Did it ever occur to you that maybe it's nothing serious?"

He flashed her an incredulous look. "You? Not serious? You're telling me you're just casually dating some guy?"

His tone made her bristle. "Yeah. What's wrong with that?"

"There's nothing wrong with it, I just…" he paused, rubbing the back of his neck as her searched for the right words.

"I always figured you were looking for The One like most of the other girls around here."

"I'm not like other girls, McGinnis." Max closed the locker, but as she did, she swore she heard him mutter, "Got that right." She started to ask him what he meant but he continued on as if he hadn't said anything.

"I guess you've got a point. I'm busy enough trying to track that copycat."

She fought the urge to sigh. That epithet was getting very old. "Copycat?"

"Yeah. This whole week there's been a Catwoman vigilante going around and stopping petty thefts. Bruce wants me to start tracking her movements to make sure she's not playing both sides," he explained in a lower voice as they walked towards their next class.

"What makes you think she'd do that?"

"Some of the other copycats have done it. They'll stop a crime to give themselves some good PR but take some of the merchandise and claim that the criminals they stopped swiped it. Pretty clever when you think about it."

Max couldn't resist defending herself a little. "Maybe this one is different."

"Maybe. Even so, you can't be too careful."

"What if she turns out to be legit?"

Terry shrugged one shoulder. "As long as she doesn't interfere or get caught by Gordon, she can stick around. The old man's not crazy about the idea, but he can't really stop her since we don't even know who she is."

He paused. "Yet."

The "yet" made her shiver. She really would be up to her eyebrows in trouble if they managed to figure out her identity. Gordon had a good heart, but she was a pretty scary woman. Max had spent her first week as Catwoman avoiding both Batman and the cops, neither of which were all that easy.

"Good luck, Guanoboy."

He closed his eyes, sighing. "Please…_don't_ call me that."

She grinned and pinched his cheek before entering the classroom. "Sticks and stones, McGinnis. Sticks and stones."

* * *

"He called me a copycat! Can you believe that? You'd think he'd be happy to meet an actual modern Catwoman," Max griped as she landed neatly on a gargoyle, sinking into a crouch as she surveyed the city below. Traffic tonight was heavy, meaning that this area wouldn't have a lot of criminal activity since all the cars prevented a speedy getaway. She lamented this fact because she really did want someone to punch.

"_He thinks he's seen it all, just like the old man,"_ Selina simpered in a sympathetic voice.

"_I'm sure you'll get your chance to prove him wrong sooner or later."_

"I guess." Max paused, allowing her thoughts to flourish.

"He thinks I have a boyfriend."

"_Ooh!"_ Selina cooed, excited. _"Was he jealous?"_

Max snorted. "You're kidding, right?"

_"Oh, come now, he doesn't have to be madly in love with you to be jealous. He's already protective of you. I think it's sweet."_

"I think it's presumptuous. As if I can't be doing this because I want to, I have to be doing for a boy. Terry's such a guy sometimes."

_"He's young. He'll learn."_

Further conversation was interrupted by a woman's scream piercing the night air, calling for help from several buildings away. Max quickly shot out a line and swung over to the source of the call, landing solidly on the roof and peering over the side. Curiously, there was no woman in the alley below. Seconds later, her goggles lit up brightly with the indication of movement behind her and the scream got louder. She whirled, squinting as a dark shadow appeared from beside the air conditioning unit.

Batman turned off the recording and regarded her with a small smirk.

"Hello, kitty."

* * *

**Want to see the Bat and the Cat play for the first time? Better click that Review button, my duckies. **


	6. I'm the only sour cherry on your stem

Her whole body tensed upon becoming aware of him and the goggles read her increased heart rate right back to her, making her feel silly. After all, it was just Terry. Why did suddenly seeing him make her have miniature palpitations?

"_Shit,"_ Selina hissed in her ear. _"I should have seen that coming. Sorry, honey."_

Max racked her brain for a response, remembering that she wasn't Maxine Gibson: star student and first class nerd, but Catwoman—the sexy, adventurous vigilante. She slapped on an attitude, placing one hand on her hip and jutting it sideways to emphasize the curve of her waist because she knew he'd notice.

"That's Miss Kitty to you, Batboy. I don't appreciate the trick."

"Sorry, but how else was I going to get your attention?" he answered without missing a beat. She arched an eyebrow.

"Calling my name usually works."

He crossed his arms, seeming terribly patient considering the situation. "And what name would that be?"

Her lips twisted in a wry expression, though he couldn't see them. "A lady doesn't kiss and tell."

He nodded slightly. "Touché. So, _Miss_ Kitty, what exactly are you after?"

"The same thing as you: justice."

Batman narrowed his eyes. "And how far are you willing to go to get it?"

The question took her by surprise, but she recovered quickly. "I don't kill, if that's what you're asking. Besides, what do you care? I never asked to work with you."

"No, but this is my city. I can't have someone protecting it that I don't trust."

"Who says we can't share it? I'm a nice girl once you get to know me." A sultry purr slipped into her voice from out of nowhere and Max nearly startled herself when she heard it. Where had that come from? Was Selina operating her brain telepathically?

"_Ooh, nice line. That'll get his attention,"_ Selina said, damn near reading the girl's mind.

"I have every intention of doing so." Max had to close her eyes for a second because her brain had taken that sentence in a very different direction from what he'd intended. She'd seen Terry flirt before, but had never been on the receiving end of it and truth be told it was…_thrilling_. Unexpectedly so.

"Why, Batman, I'm not that kind of girl," she teased, trying not to chuckle as his eyes widened slightly when he realized what he'd said. It amazed her how easy it was to get under his skin, especially since he always seemed so debonair and unflappable. She just had to keep going. She walked towards him, putting a sway in her hips that she knew he noticed.

"Then again, maybe I could be for you," she murmured, coming to a stop no more than a few inches from him. He'd dropped his arms in preparation for a fight, but she knew she had caught him off-guard. Beneath the cowl, Terry wondered why his suit suddenly felt so hot and uncomfortable. It was only when Bruce's gruff and annoyed voice spoke that he managed to stop staring at her incredibly enticing figure.

"_McGinnis, snap out of it and take control of the situation."_

_Control,_ the boy snorted in his head. _I wonder if that includes pinning this chick to that wall over there and kissing her lights out. Nah. Probably not what he meant. _

"While I appreciate the offer, we're a long ways from trusting each other."

"Exactly how long?" She snuck her hand down and ran her fingertips over his belt, causing a nearly imperceptible groan to escape him. Back at home, Selina clapped her hands once and smothered a victorious shout in honor of her very learnéd pupil. Meanwhile, Bruce palmed his forehead in exasperation, muttering mutinously about teenagers under his breath.

Batman caught her arm, pulling it away from his waist. "Careful."

His grip on her arm was firm with warning, but his voice had gotten soft and deep and it did something to her lower body that made her shiver again. The danger of him mixed with the attraction and made her dizzy. She felt the strange urge to press herself against him and see if she could taste that danger on her tongue.

"Maybe I don't want to be careful…" She leaned in, erasing the inches between the front of their bodies, pushing up on her toes to reach him. Just before anything could happen, an alarm went off in Terry's cowl, alerting him to a disturbance nearby. He cursed its timing, letting go of Max's arm and stepping back.

"I'm needed. We'll continue this later." He spread his scarlet wings and blasted off into the night, leaving a very flustered and befuddled Max behind. She touched the link in her cowl, finally breathing for the first time in over a minute.

"Did that just happen?"

"_Yes, it did, my dear. You were sublime. He didn't know what to do with himself. I'm so proud I could cry,"_ the older woman praised, causing her pupil to blush unknowingly.

"I don't know where all that came from. I guess those silly lessons really did do the trick."

_"One day, you'll realize I'm always right. But for now, congratulations and get back to work. We've got a whole night ahead of us."_

"Yes, ma'am."

She started to walk over to the ledge but Selina called her name again._ "Oh, wait, one more thing before I forget: reach into your left glove."_

"Why?"

"_You'll see."_ Confused, Max slipped one finger into her sleeve and nearly jumped as she felt a tiny object stuck there. When she pulled it out and held it up to the light, she found that it was a bat-shaped tracer. Her jaw dropped.

"How the hell did he…when did he…how did I not feel that?" she fumed, grinding her teeth. Selina merely laughed.

_"I had a hunch the old man taught him how to do that. I wish I could answer you, but I never could figure out just how he does it. Be happy. At least Junior put it in a polite spot on your body."_

Max arched an eyebrow. "Why? Where did the old man used to put them on you?"

_"He had the most devious habit of putting the right below my-"_

"—forget it, I don't want to know!"

_"You're such a prude, Maxine."_

"Bite me."

* * *

"She's different." Terry's voice sounded breathless but confident. He was, after all, in an alley beating the stuffing out of several guys who had tried to break into an ATM. There was no real need to fill the silence—not that there was much except for the spaces in between yelps of pain and bones cracking—but he did so anyway, despite his mentor's obvious exasperation.

"There have been, what? Maybe three copycats this year? None of them had that kind of presence."

Bruce clenched his jaw, his sharp eyes reviewing the footage the cowl had recorded during his encounter with the so-called new Catwoman. "Focus, McGinnis. Did you recognize anything about her?"

"Not offhand, no. You?"

The old man slowed the tape down, peering suspiciously at the way she walked. "Something about that posture is familiar, but it's nothing substantial. She was wearing a voice modifier as well. It'll take a while for the computer to decode and reassemble what her normal speaking voice sounds like."

"More good news," the boy grunted, tossing aside the last thug with an offhand backhand, sending him spinning into the wall behind him. The criminals all lay in piles, groaning, as he took out handcuffs and began snapping them on.

"Did you recover the surveillance cameras at the jewelry store?"

"Downloading them into your video link. Standby."

Just as he finished, a small screen appeared in the upper right hand corner of his cowl. He leaned back against the brick wall and crossed his arms, studying her movements as she kicked the gun out of the tall thug's hand and dodged behind a mannequin with liquid grace much like her namesake.

"She's good," Terry commented.

"She's amateur," Bruce replied in a knowing voice. "She's been trained recently. She moves like someone getting used to fighting. Do you recognize that style?"

"Yeah. Kairi taught me something similar to that."

"Exactly. That means whomever we're looking for went to the Katsuhiro dojo at some point in the last year. Start your search there."

"You got it, boss." He unfolded his wings and leapt into the air, heading for downtown. It didn't take him long to get there. The facility closed at nine o'clock and it was half-past eleven when he arrived, meaning that the only activity would be the alarm system and motion-sensor cameras. Other than weaponry, the dojo held nothing of value so they didn't feel it necessary to have security guards. He went into camouflage mode and entered over the south wall, creeping through the training grounds.

The office was located towards the entrance in a little room at the end of the hall. He quickly picked the lock and slipped inside, checking the location of the cameras. There were two mounted on opposite sides of the wall. He went to one and placed a small electromagnet on both of them, scrambling the feed temporarily.

Terry switched off his camouflage mode and went to the computer, booting it up and searching through the recent entries. The dojo always did good business because of its reputation so there was a lot of data to go through. He fished out a USB cord from the suit's circuitry and downloaded the information for Bruce, knowing that the old man would probably have better luck detecting a clue. When it came to computers, he usually relied on Max.

"Whoa. These files are pretty extensive."

"It's part of the deal. They do a full analysis of your abilities before assigning you the proper sensei. Do you see any women between 5'6'' and 5'8'' weighing in the neighborhood of 110-130 lbs?"

"A few, yeah. It should be coming up on your screen in just a few minutes."

"Good." Back in the Cave, Bruce sifted through the files, searching for names and any familiar faces. Since the first few copycats, he'd compiled a profile of suspects but there was one particular name he was interested in. Selina Kyle.

Naturally, she would be too smart to list her real name if she had paid to train a girl at the dojo, but he knew her well. He was almost done with the list when he noticed a name at the bottom that popped: Julie Hepburn. His mind quickly decoded the pseudonym—Julie as in Julie Newmar, an actress Selina had always liked, and Hepburn as in Audrey Hepburn, Selina's number one fantasy pick if they ever made a Catwoman movie. He saved the file to another folder and checked to see if there was any information about the girl, but he found none. She was covering her tracks. Smart woman.

"Selina."

"What?"

"She's got a hand in this."

Terry snorted softly, signing out of the computer and turning it back off. "I guessed as much."

"I'm sending you her address."

Terry's eyes widened. "What do you want me to do?"

"Lean on her. See if she spills anything. I'm signing out to work on finding the girl. Report back when you're done." With that, the old man shut off his radio link, leaving Terry in a surprised and worried state. The lady may have been trouble with a capital T, but he hadn't expected to be ordered to interrogate her. He shook his head and sighed, switching his camouflage on and retrieving his electromagnets before disappearing into the night.

* * *

"I think you've got it covered for the night, darling. This old woman is heading to bed. If you need anything, don't hesitate to call."

_"You got it, boss."_

Smiling, Selina shut off the link and pressed a button on the lower right of her console. In only moments, the monitor and keyboard folded up into a regular flat screen television and mounted itself back on the wall. She yawned and scooted her chair back to its position by the coffee table. The cat had curled up on the couch, opening one lazy golden eye to watch her walk into the bedroom.

She strode fearlessly into the dark, flicking on the light to her closet and tossing her black satin robe on the floor. She kicked her slippers aside and unbuttoned her blouse, leaving her in a tank top and jeans. After a moment, she sighed and paused, speaking loudly.

"If you have something to say, do it now. I sleep in the buff."

Batman appeared from the shadows near her bed, a smirk playing on his lips. "I must be losing my touch."

Selina flashed him a smile before disappearing into her closet, leaving the door cracked.

"No offense, kid, but I knew the original. It's impossible to sneak up on a cat, you know."

"So I've heard." He paused as her cat came in from the den, winding its way around his ankles. He smiled at the small creature before picking it up, rubbing between its ears.

"To what do I owe the pleasure of your company?"

"I take it you've heard about the new girl in town?"

"New girl?"

"Another Catwoman."

She let out a scornful noise. "There seems to be one every week."

"True, but this one seems to be legit. I was wondering if you had anything to do with it."

Selina reappeared in another robe, crossing her arms and narrowing her jade green eyes at him fearlessly. "The old man sent you, didn't he?"

Terry merely shrugged, neither confirming nor denying this fact. Selina sighed. "What could I possibly gain from making a new Catwoman? Does he have an answer for that?"

"Reliving the glory days, showing the old man up…I'm sure there are plenty of reasons."

"I have no interest in 'reliving the glory days.' I've got enough scars. I don't need to make new ones. As for showing the old man up, I'm amused that he's arrogant enough to think I care enough to make him look like an ass."

Terry smirked. "Fair enough. But you should know…"

The smirk faded, leaving his face cold. "…if you're lying, we will find out. Make no mistake about that, Ms. Kyle."

She smiled, scooping the cat out of his arms. "You're a good kid. Sweet. Caring. Obedient. I almost wish you didn't have this job for whatever reason you do because you deserve better."

The older woman stepped closer, her sultry voice losing its warmth and her face becoming just as empty as his. "But know this: if you ever barge into my home again, I will claw out your eyes and use them as ankle bracelets."

They stared at each other for several tense moments before Terry nodded to her in respect. "Good night, Ms. Kyle."

He walked over to the window and vanished into the night. She shut it behind him, watching him soar over the skyline while rubbing her cat beneath his chin. The cat mewled, waving one paw at the windowpane. She smiled again.

"Me too, sweetie. Me too."

* * *

**I was nice this time. I could have held on to the new chapter longer, but I decided to post it now. Why don't you reward me with a review? They really do help.**


	7. I'm a penny in a diamond mine

Max awoke the next morning to the sound of a doorbell ringing. She groaned and yelled for her sister Melissa to get it, but was met with silence, meaning she was MIA once again. The pink-haired teen sighed and hauled her exhausted, slightly bruised body out of the bed and dragged herself to the door, not bothering to put on a robe. She yanked the door opening, glaring, only to find a UPS guy on the other side.

"Package for Maxine Gibson?" He offered, doing a very good job of not staring at her boy shorts, ruffled hair, and thin tank top. She scratched her scalp and nodded, waving for him to hand her the digital clipboard. She pressed her thumb to the scanner and took the slender package.

"Have a…_better_ morning, ma'am."

That almost made her smile. "Thanks."

She shut the door and shuffled into the kitchen, ripping the cardboard apart. A rather expensive cell phone tumbled into her waiting hands and immediately began ringing, thoroughly creeping her out. She answered it with a confused voice.

"Hello?"

"Sorry for the Jason Bourne tactics, but I had to get an untraceable number," Selina explained without her usual pleasantries. Max massaged her forehead, still trying to think but it wasn't going well since she hadn't had her coffee yet.

"Why?"

"Your boyfriend dropped by last night. He's onto us."

"One, he's not my boyfriend, and two, what do you mean he's onto us?"

"Bruce is not without chivalry. He had Junior come by as a tip off to the fact that he's going to start digging, i.e. monitoring my phone calls, tailing me, and going through my financials. The honeymoon's over. We're gonna have to start being even more careful. No more visits to my place. We'll keep communications strictly to this phone. Don't forget that."

"Got it. Anything else?"

"I'm sure once he figures out you put the tracer on a stray dog that he's going to start trailing you as well. After patrol, don't go straight home. Slip into somewhere public and change out of your costume. That'll keep him busy, at least until we find a more permanent solution."

Max felt a smile creeping onto her lips. "Maybe that Cat-Cave wasn't a bad idea."

"Hush, you. Last night was pretty rough so stay off the streets tonight. I'll expect you up and ready by tomorrow."

"Yes, ma'am. I'll call you when I'm heading out."

She hung up and slouched her way back to the bedroom, intent on recovering the sleep she'd missed in the five or so minutes the call took. Her face hit the pillow for no more than three seconds before there was a knock at her door. Again.

Livid, she stomped into the den and threw the door open, hollering, "WHAT?"

Terry arched an eyebrow. "Uh. Morning?"

"Ter, I've only been asleep for four hours. What the hell do you want?" she shot back without an ounce of politeness.

"Four hours? Jesus, Max, what were you doing all night?"

For a moment, she forgot about being exhausted and remembered she had a double life to keep up with.

"Crunching data for the lab. It's gotta be done by Monday."

"Oh. New phone?"

She realized with a start that she had still been holding it and dropped her arm, salvaging a reply. "Yeah, the old one's not working so well. Anyway, you didn't answer my question. What are you doing here so early?"

"I need a tracking program. I'm stuck babysitting Matt all day and then I'm on patrol. This was the only time I could drop by."

She sighed, standing aside. "Fine. Come in."

He walked past her, watching her shut the door before flashing her a slow grin. "Nice jammies."

Max rolled her eyes, heading for her room. He followed, quietly enjoying the view and wondering why it seemed more familiar than usual. She pointed him to the laptop, lying closed at the foot of her bed, and collapsed face first on the mattress. He muttered "thanks" and booted up, drawing his jump drive out of his pocket. He could tell she was tired and wanted to let her rest, but then he noticed a purplish bruise on the back of her right calf muscle and grew concerned.

Max jumped as she felt fingertips on her leg, sending goosebumps across her bare skin in a flash. "Max, what happened?"

She glanced down, alarmed when she noticed the bruise. She hadn't even seen it. Was she that tired?

"Self-defense class."

He smirked. "I hope the other guy looks worse."

She couldn't hide the smile. "You bet."

He shook his head after a moment, prompting her to question him. "What?"

"Nothing, it's just…" He let out a short chuckle. "You sorta remind me of that new Catwoman. I met her last night."

Max nibbled her bottom lip, sliding back onto her stomach so he wouldn't see the guilty expression on her face. "Oh yeah? How did that go?"

"It was…different. The other copycats tried to flirt with me but they were all young and inexperienced. This one…she knew what she was doing. Besides, she seems legit to me but the old man isn't convinced."

"Big surprise," she replied sarcastically. Terry shrugged, facing the computer as the files came up.

"You know how he is. He doesn't trust anyone to protect the city except for himself."

"He trusts you."

Terry paused. "Yeah, I guess he does."

"Must be nice," she mumbled, mostly to herself, but she forgot Terry had excellent hearing. He finished downloading the program and set the computer aside, scooting until he sat right next to her. He laid a hand on her shoulder, his voice as warm as his fingers.

"Max, look at me."

She glanced at him, her face guarded. "I don't care if he doesn't trust you completely because I do. That's all that matters to me. You know that, right?"

Max suppressed a sigh. "Yeah."

He leaned in and kissed the spot above her right eyebrow. His lips were soft. She felt herself relaxing a bit in response. What was it about her best friend that did that? He always made her crazy and yet he was the only person who could truly calm her down. It reminded her of some old question she'd heard as a kid: What do you do when the only person who can make you stop crying is the person that made you cry? Was her that person to her? Or was all this flirting and closeness merely messing with her head?

In the midst of her thoughts, Terry flashed her a dazzling smile and stood up. "Thanks for the program. Get some sleep, Gibson."

"Night, McGinnis." He left. The door to the apartment closed and she burrowed beneath her covers, slipping into dreams filled with cats, jewels, and Terry's slow smile.

* * *

"_Max, you shouldn't do this. Let the authorities handle it."_

Max rolled her shoulders and flexed her hands, flicking the sharpened claws out. "I can't just stand by and watch. I have to help."

"Your misplaced sense of duty is not the issue here," Selina hissed, her voice growing tight with irritation.

"The suit is not built to withstand such temperatures. You're going to damage the circuitry as well as endanger your own life."

"There's a room the fire fighters haven't gotten to yet. If I don't do something, those people are either going to burn to death or suffocate from the fumes. What would you have me do?" Max demanded into her link. Selina took a deep breath, pressing her lips together as she formulated a response.

"You don't have enough experience for this kind of rescue. It's for your own good."

The pink-haired vigilante snorted, taking several strides backwards on the rooftop. "If I was concerned about my welfare, I wouldn't be doing this job in the first place."

"Max, don't—"

The girl threw herself into a sprint and leapt from the ledge, slicing through the smoke-stained air and smashing through the window of the burning building on the fourth floor. She landed hard on the tile and went into a roll, coming up in a crouch. She lifted her head and immediately spotted a couple of children and their babysitter huddled by the second window, their eyes wide with shock. Flames devoured the door and smoke poured in from the vents.

"Come on! I'm here to help!" Max ordered, holding out her hands. The babysitter, a tall blonde girl in her teens, ushered the brother and sister towards her. Max shoved the window open and took a quick note of her surroundings. She couldn't latch the whip onto anything and swing them down. She'd have to climb. Cursing under her breath, she devised a new plan.

"I'm going to take the kids down first and come back for you. Wait for me on the ledge and try your best not to breath in the smoke," she instructed, scooping the little girl up in her arms. The babysitter nodded, telling the boy to climb onto Catwoman's back and hold on tight. Max stepped out onto the ledge and carefully maneuvered herself down as quickly as she could. Sweat poured down her mask and the fumes invaded her nostrils, making her cough, but she ignored the heat and kept steady footing. Her sharp claws bit into the bricks and allowed her to move fast. She reached the ground in less than two minutes, handing the children over to the confused but grateful EMTs. She immediately started back up the side of the building to get the girl when someone shouted from the ground level seconds before an explosion rocked the apartment complex with a deafening roar. She cried out as the blast nearly deafened her, but fought through the pain enough to see the babysitter tottering over the edge, about to fall over.

Suddenly, Max heard the sound of jets and then a strong arm around her waist, plucking her from her perch on the wall. Batman blasted upward and caught the girl just as she fell, carrying them both out of harms way just as another explosion shook the building. He banked right and landed next to an ambulance. A crowd of doctors attended to the girl, giving her an oxygen mask and checking her burns.

"She's going to be fine. Thank you," one of the paramedics said to Batman, who merely nodded and turned back to Catwoman only to find her missing from beside him. He glanced about, his quick eyes spotting her scaling a nearby building.

Max tried her radio link only to find it dead, having been damaged in the concussive blast. Her ears were still ringing a bit and she knew she'd be in a world of trouble when communications came back online. Still, Selina didn't seem to understand why she'd done it. She was supposed to help the helpless, not think about her own safety.

"You're not the most gracious person I've ever met, y'know." Batman's voice made her jump and whirl around to find him standing there with crossed arms. She frowned.

"I didn't need your help."

He arched an eyebrow. "Sure looked like you did."

Her temper flared. "What do you want me to say? Should I fall into your arms and beg the big strong Bat to save poor little old me?"

"No, but a simple thank you would suffice."

"Go to hell," she snapped, turning away. She took one step and his hand was suddenly on her arm, firm but not to the hurting point.

"Don't you think you're starting to get in over your head?"

She closed her eyes and counted to ten. "I've never been in over my head, but you're about to be if you don't take your hand off me."

"Maybe you should listen to what I'm saying."

"Maybe I don't want to." She flung him off of her, aiming a kick at his head. He ducked it easily, forcing her to use the momentum to land one foot and sweep at his side with the other. She connected, knocking him back a foot or so. For one reason or another, she'd had enough and wanted to prove herself. The only thing he seemed to understand was fighting and she was going to give him one he'd never forget.

He brought his arm up to block her next kick, but his stance was unsteady from the blow she landed so she lashed out vicious punches at his chest, throwing him off balance again. He grabbed her forearm, dragging her in close, but she dropped to her knees and slid between his legs, twisting his body head over feet and slamming him into the rooftop. He hit hard, groaning, and she sat astride his waist, pinning his arms and glaring at him.

"Had enough?"

He moved to get up but she pushed down with her hips, making him stay put. "I appreciate that you saved me, but what I don't appreciate is you not taking me seriously. I'm not a princess in a Disney film. I don't need you to save me. If you keep treating me like an amateur, I'm going to kick your pointy-eared ass up and down these streets until you get it. Does that sound fair to you?"

He narrowed his eyes at her. "Is that a threat?"

She thought about it for a moment and then grinned, dropping the anger out of her voice and leaning forward a little. "Why? Is it turning you on?"

The lenses in his cowl widened slightly and Max had to stifle a very catty chuckle. He really was different when he wore the mask. Terry McGinnis would have had a response to that, but Batman seemed to be at a loss for words. She could see why he enjoyed teasing her so much.

After a moment, he caught on to the fact that she was mocking him and merely smirked. "No comment."

Max pouted. "All work and no play makes Bats a dull superhero."

"I know how to play, Miss Kitty." He shifted underneath her and she felt his knee slide between her legs, making her gasp. He flashed her a quick and impossibly seductive smirk.

"You just have to learn my game."

Before she could say anything, he flicked a smoke bomb down and it burst, enveloping them in a cloud of vapor. She flailed about, trying to get her bearings, but by the time it cleared, she found herself alone on the rooftop. She wanted to be angrier about his trick, but couldn't stop the smile overtaking her face no matter how hard she tried.

"Touché."

* * *

Terry knew as soon as his boots hit the Cave floor that he'd be in trouble. He'd considered turning off his video and radio link when he bumped into Catwoman, but that would only make the old man even more suspicious. He pulled off his cowl, running his fingers through his sweaty hair as he went over to the computer where Bruce sat with a decidedly sour expression.

"That went well," the old man growled. Terry sighed, pouring himself a cup of coffee and offering nothing in return because he knew his mentor had more to say.

"You're losing focus."

"I'm not. You told me the Cat would play games. I decided to give her a run for her money. Nothing more, nothing less."

Bruce grunted. "It always starts out that way."

Terry sipped the hot beverage, relieved as the caffeine renewed some of his lost energy. "Guess you'd know, wouldn't you?"

Bruce tossed him a very unfriendly look. "Not the point. The trouble comes when you stop playing the part and start becoming it."

"Look, I've got enough parts to play on my own: high school student, vigilante, son, best friend…I don't need another one. This girl isn't getting under my skin, if that's what you're implying."

"Mm-hm." Terry resisted the urge to roll his eyes. How could the old man pack so much sarcasm into one sound?

"Besides, I think the important thing to gather from tonight is that this isn't just about good PR. She could have gotten killed in that fire helping those kids. She's more altruistic than she lets on."

"Or," Bruce interrupted. "She just wants you to think that."

"I forget how cynical you are sometimes," the boy commented, and he was only half-joking this time. Ace nudged his head underneath Terry's hand and he rubbed the Great Dane's ears.

"I admit that her intervention is admirable, but we can't assume she's trustworthy. Especially since I'm relatively certain Selina's involved."

"How so?"

Bruce pressed a key on the computer and the upper right screen showed a beeping light that appeared to be going in a tight circle. Terry frowned in confusion.

"What's that?"

"The tracer you put on Catwoman the other night. It's on a stray dog in downtown. Only Selina would know you slipped one on the new girl. She's in on it."

He typed and brought up another screen, bringing up her phone records. "Her call patterns are consistent up until yesterday morning. She made a call to an unlisted number, meaning it is probably how she's contacting her protégée now that she knows we're onto her."

"So what do you want me to do about it?"

"Nothing, for now. Focus on the girl. I'll take care of Selina."

Terry arched an eyebrow. Bruce gave him an extremely dirty look and the boy busied himself drinking his coffee and trying not to smirk.

* * *

Across town, Max found herself in a similar predicament.

"What part of 'don't' do you not understand?"

Max sighed. "Selina—"

"No, this isn't the talking part. This is the listening part. So perk up your little cat ears because I am not going to repeat myself. You don't get second chances in this game. One mistake, one slip up, and you're done. I won't tolerate disobedience."

Max gritted her teeth, holding the cell phone a little closer to her ear as she peeled away the suit from her tired, overheated body. "I don't get that. You told me this persona is about independence."

"Independence from Batman, not from the two of us."

"So if you were in my position, you would have left them to die?"

"Max, that is not the issue. If given the choice between a stranger's life and yours, I will pick you every time. You are my responsibility and I won't have your blood on my hands."

Max tossed the costume on the bed, her voice low. "You sound just like him."

Selina closed her eyes for a moment, trying not to let the comment sink in. "Regardless of that, you know I'm right. Don't be a hero. Be smarter than a hero. You'll live longer. Take tomorrow night off and repair the radio link."

"Yes, ma'am."

Max hung up and sighed, tossing the phone spitefully at her pillow. "I thought this gig was supposed to mean I didn't have to have someone lording over me. If I wanted this kind of abuse, I'd have stuck with Terry."

As if on cue, she heard a knock on her window. Max's mouth went dry, her eyes widening. That could only mean one thing.

Terry.

The window began sliding upward. Panicked, she threw the bedspread over her suit and shoved the phone beneath her pillow just as his feet hit the carpet.

"Hey, do you have any extra…" Terry stopped dead in his tracks, having noticed Max standing next to the bed…in her underwear.

"…gauze?"

An incredibly awkward silence descended for a couple of seconds. His mouth opened and closed a couple times but he couldn't seem to squeeze out any words on account of being shocked. Faintly, he realized he should be turning around to spare the girl some dignity, but his eyes were far too interested in the luscious curves displayed before him. He'd never truly realized how flat her stomach was or how long her legs were, seeming to stretch forever up into those curvy hips. Her skin shone under the lamplight, making it seem like polished mahogany just begging to be touched.

"One of these days, you're going to learn to knock first." Max's words snapped him out of his reverie. A blush spread across his cheeks and he whirled around, clearing his suddenly dry throat.

"Sorry."

He heard movement behind him and the sound of cloth sliding over her skin. When he turned around, she had put on a black robe. He mentally slapped himself for being disappointed.

"You'd better be bleeding to death," she groused, digging through her nightstand and tossing him a roll of gauze. He chuckled weakly, shirking off the upper half of his suit and plopping down on the bed. Max's heart rate doubled. Surely he wouldn't be able to feel the material of the suit beneath the comforter. Or so she hoped.

"Close enough," Terry commented, mopping up a trail of blood from a cut on his right bicep. She retrieved her First Aid kit, sitting next to him and taking the gauze before he could make more of mess with it. He winced as she pressed hard to staunch the blood, exhaling quickly. Max shook her head.

"We've got to work on our personal boundaries."

"How so?"

She tossed him a sarcastic look. "I hadn't planned on flashing you at any time during our friendship."

"Damn. Can't say I'm not disappointed. Ow!" She squeezed his injured arm, making him flinch, and tossed the bloody cloth in the trash.

"You can't keep barging in here like that. What if Melissa had been home?"

Terry shrugged one shoulder as she opened an Ace bandage. "You could have told her it was Roleplay Night. Ow!"

She pinched him in the side this time, scowling. "Don't even joke about that. She already thinks we're fooling around anyway."

Terry blinked. "Wait, really?"

Max arched an eyebrow. "Yeah, really. What's that look for?"

He coughed slightly, averting his gaze. "Nothing, it's just…I didn't think she really approved of me."

Max rolled her eyes, smoothing the bandage over his skin. "Please. She thinks you're gorgeous. The only reason she hasn't asked you out is because she's never home."

He chuckled. "That'd be awkward."

Max shrugged, closing the kit and replacing it in the nightstand. "Not really."

He stared at her turned back for a moment. "You don't think so?"

"Why would I? You could go out with my sister if you wanted to, I'm not the boss of you."

"Since when?"

She threw a nearby pencil at his head and he ducked. When he bent to pick it up, he noticed a black glove lying on the floor, scooping it up instead.

"What's this?"

Max's jaw dropped, though he missed it. The glove had slipped from beneath the covers. She snatched it out of his hand, salvaging an excuse as fast as she could.

"Oh, uh, I was going through my winter clothes earlier."

Silence fell. Terry smiled slowly. "You are the worst liar I've ever met."

Max crossed her arms beneath her chest. "I'm not lying."

He shook his head, standing and picking up the upper half of the suit. She watched him struggle into it and felt her annoyance slipping away and being replaced with strange fascination with the way his abs crunched when he pulled the material over his head. Her gaze kept sliding down his muscular chest until she remembered he was her best friend and not a Playgirl model and quit checking him out. Being Catwoman was having a horrible effect on her. Or at least she prayed that was why she couldn't take her eyes off that body of his.

"You don't have to lie to me about it."

"About what?"

He grinned at her. "Your mystery boyfriend just left, didn't he?"

Max heaved a sigh. "Get out already."

Terry pouted. "Aw, c'mon, let me meet him already."

She pushed him towards the window, fighting the urge to smile. "Out."

"What? Are you scared he won't measure up to me?"

"Out, McGinnis."

"Is he scared I'm going to steal you away?"

She let out a scathing noise. "As if you could."

He whirled and caught her around the waist, scooping her a couple inches off the ground with a crafty grin. "I could if I wanted to."

"You wish."

He sighed melodramatically. "Every night. Thanks, Max."

He swooped down and planted a kiss on her cheek before setting her on the floor again. He pulled the cowl back on and disappeared into the night. Max shut her window and collapsed face-fist on the bed with a haggard sigh.

"Double lives _suck_."

**Juicy chapter, wasn't it? Review if you want another taste of Sour Cherry. Thanks for all of the great reviews so far! **

**Kyoko  
**


	8. We could be movers

The business meetings always drained her. She hated many things about getting older, but the worst thing was dealing with her estate. Over the years, Selina had accumulated a small fortune from her exploits in her career as a thief and keeping control of it felt like a job in itself.

She stepped out of the elevator and undid the silk scarf from her neck, sighing in comfort as she walked into the warm darkness of the foyer. She clucked her tongue gently, searching for her beloved feline companion, and felt a small stab of fear when he didn't come running like always. The reason why, however, made her pause in the doorway to the den.

Bruce Wayne was sitting in one of her love seats with her cat curled on his lap.

"Selina."

She watched him carefully, her voice just as distant as his. "Bruce. To what do I owe the pleasure of your company?"

"Business."

The older woman snorted, flicking on a nearby lamp. Golden light flooded the corners of the room, chasing away the dark that her counterpart enjoyed so much. She knew it was spiteful, but she'd done it on purpose. Bruce always felt more comfortable in the dark. She didn't want him the least bit comfy right now.

"I've got enough of that in my life, thank you."

He tracked her with his eyes as she went to the fireplace, stirring it awake. "So I've heard. How much are you worth these days?"

She tossed him a hard look. "Don't ask rhetorical questions. You know how I hate that."

"Fine. I'll ask a simple one. Why are you doing this?"

Selina crossed her arms beneath her chest. "Doing what?"

Bruce narrowed his eyes. "I won't ask twice."

"Tell me: what will you do if I don't answer? Call the cops? Take me in yourself? I'm sure I have a pair of handcuffs lying around here somewhere…"

She stalked over to him, leaning her arms on the chair so that they were mere inches apart, her voice warm with both anger and seduction. "Or did you bring your own?"

To her surprise, a smirk touched his lips. "Don't ask rhetorical questions."

She harrumphed and took a seat across from him, crossing her legs. "It's always a chess game with you. You calculate every move you make and yet somehow you still fail to understand people, Bruce."

"I understand them well enough. What do you hope to gain with this new girl?"

She shrugged. "Maybe I just want to continue my lineage. Can't blame a girl for trying to make difference in the world."

"You already have. That isn't what this is about."

"Then tell me what it's about, Bruce. Explain it to me, since you think you know people so well," she replied in a snide voice. He stared her down, calmly petting the cat, who seemed content to knead his paws in the side of the chair as they talked.

"The girl has something in her that reminds you of yourself. Not the stealing or the craftsmanship of being a vigilante, but the fire. You want to prove to yourself that you can create something that no one else in this city ever has. Creating this girl defines you in ways you never imagined. It's a chance to make a legacy, one that will last after both of us are gone."

He fell silent, allowing her to absorb his words. She tilted her head slightly in acknowledgement.

"Right on all accounts. You haven't lost your touch. You're still the same cold-hearted bastard we've all come to know over the years."

Bruce's eyes narrowed. "I could have you arrested."

"I could have you exposed."

"You won't."

"And neither will you."

Another tense silence descended between the two former vigilantes. Stalemate. He knew it would come to this. It always did with her.

She spoke first. "I like the boy. He's got a good heart. Makes me wonder why he puts up with you."

A ghost of a smile touched the edge of the old man's lips. She continued anyway. "I was surprised you took him on considering his background. Hot-tempered, impulsive, passionate… the complete opposite of the original Batman. How quaint."

"He gets the job done well enough."

Selina couldn't help but smile. To the average person, that comment was ambiguous, but in Bruce Wayne language, it meant he too liked the kid. She had learned to read between the lines years ago.

"I see that. I think my girl could take him if she put her mind to it."

His face became very suspicious. "Is that a threat?"

"Of course not," she scoffed. "But you have to admit they are evenly matched, even if he's more experienced than her."

"Not exactly. The boy has a debt to pay. What does she owe to this city, Selina?"

At last, she could feel they were coming to the crux of the conversation, the actual reason he had taken it upon himself to make a physical appearance.

"That's not something I can answer. You'd have to ask her."

"You're avoiding the issue," he snapped. "I won't have someone out there who isn't committed. We both know what will happen."

"Don't you condescend to me, Bruce. I know the risks. So does she. She may not be a holy crusader for justice, but she's driven and honest and she wants to help the people of this city as much as the boy does. I don't care about her reason. I'm doing something that you would never do and that's giving someone a chance to reach their true potential. If that makes me a bad person, I will gladly go to jail for the rest of my life."

His blue eyes bored into her jade ones. All she could hear was the crackle of the fireplace, the low purr of her cat, and the blood thundering through her veins. Finally done, she stood and walked over to the bar on the far wall.

"Are we done?"

"No. I have one more question."

She sighed, pouring a small amount of whiskey into a tumbler. "What?"

"Do you have another glass?"

* * *

"No wonder Bruce always yells at Terry for breaking the suit," Max muttered to herself as she peered beneath her microscope, her slender fingers steady as she replaced the final piece to the radio link that had been in her cowl. Four painstakingly slow hours and she finally repaired the damaged circuitry. She'd also had to take the suit layers apart and wash them to get the scent of the smoke out. Melissa came home and asked her if she burnt the toast again. Max added her to the growing list of people she found herself lying to. _Then again,_ she thought bitterly, _at least Mom's not around for me to lie to. Terry really does it have worse off than I do._

She sighed and leaned back in her chair, her dark eyes growing distant as her thoughts flourished on the subject of her best friend. If he ever did find out, he'd be furious. Beside his machismo-laden reasons for not wanting her to fight crime, he would hate that she lied to him. Still, he had lied by omission about being Batman during her research so it wasn't like his hands were completely clean either. But why did she feel so guilty?

Her eyes wandered to the calendar on the wall, lamenting the date. She hadn't been out, as in out to a party or a restaurant, in months. Her friends used to come around and beg her to hang out, but even they had finally given up. Dana spoke to her at school, but didn't make much of an effort to keep up with her. Then again, she wouldn't, considering she broke up with Terry for the umpteenth time a few months back. This was the first time the separation seemed to be permanent. Terry showed no signs of wanting to get back with her and neither did Dana. Max didn't know what to think about that. She always assumed the two of them would be together, not because they were right for each other, but simply because it was normal for them. Maybe Terry didn't want normal any more. Maybe he wanted…danger.

Max groaned at her own thoughts, pressing her hands over her face. "Get a grip, Gibson. It's just a job."

After a moment, she peeked through a gap in her fingers at the bathroom where her suit hung: crisp, dried, and calling to her. Selina had told her to take the night off. She had mountains of homework and studying to get done. Then again, this was a rare opportunity to hit the streets on her own.

She stood up and walked into the bathroom, staring at the suit with a scrutinizing expression as she weighed her options. She pointed a finger at it with a no nonsense glare.

"Okay, but only for an hour, y'hear me?"

The suit of course said nothing. Max shook her head.

"I must be out of my mind."

* * *

"Bruce?"

Terry's footsteps echoed down the empty Cave, making him frown as he noticed the unoccupied chair in front of the computer. He hadn't seen any sign of the old man upstairs either. He glanced at his watch, confirming that it was half past ten o'clock at night. Where the hell had he gone?

Ace trotted over to him, his thin tail wagging excitedly at the new company. Terry knelt and petted the dog, still confused.

"Where'd he go? Any idea, mutt?"

Ace turned his head and barked in the direction of the computer. Terry stood and went over to it, pressing the keyboard to awaken the screen. When it faded into view, he saw a profile picture of Selina Kyle, but not as she looked now. The photo was of her in her younger years, her smile fearless and proud, her features even more refined and elegant. He glanced back down at Ace.

"I had a hunch that's where he'd be. I probably shouldn't wait up, should I?"

Ace licked his chops. Terry shuddered. "Yeah, you're probably right. I'm gonna go change…and take a shower. Just thinking about it makes me feel dirty."

Oblivious, the dog watched his friend go and settled down on the floor to sleep.

* * *

"So did you ever find out where she went afterwards?"

"Left Gotham. Got a job as a self-defense teacher. Married an accountant, had a daughter."

Selina chuckled, taking another small sip of her drink. "And then a few decades later, we got the Dee Dee twins. Obnoxious little things, I hear. Gave your boy some trouble for a while."

Bruce allowed a faint smirk to cross his lips. "Quinn was many things, but at least she was original. The twins can't live up to her reputation."

"There are few who ever could. She certainly was a card." Her smile faded after a moment as her thoughts wandered on to the events she had pieced together when the Joker resurfaced only a year ago.

"For the record…I did call Barbara when I heard you got hurt. Nothing about that Joker business felt right to me."

Bruce's face grew grim and distant. "It never did."

"True, but…it was one of the first times I thought about calling. Never could get myself to pick up the damn phone."

She smiled again, her voice teasing. "But look who I'm talking to."

Bruce sipped his drink, a picture of casual. "Hrm."

Her smile stretched into a grin. "All these years and you're still as eloquent as ever."

He flashed her a brief glare and continued as if she'd said nothing. "You never settled down. Why?"

Once more, her smile withered. "You know me, Bruce. I've never been the settling type. Sure, I had options, but freedom is something I value above all. Marriage isn't exactly the definition of freedom. Besides, I am perfectly fine with the life I've built for myself."

"Any regrets?"

She shrugged one shoulder. "A few. But that's life. I'm sure you've got some as well."

"Some." His voice was uncharacteristically soft. His grizzled face portrayed nothing, but a fire had appeared in his pale blue eyes: one that Selina hadn't seen in years. She had almost forgotten about it through the years. It was a look that she remembered best hidden behind blank white lenses as he towered over her with that ghost of a smile. It was a look that told her even though their souls were worn and torn and stitched together and frayed around the edges, he still felt as much for her now as he did back then.

"You never really forget, do you?" Selina whispered. Bruce shook his head only once.

"No. You don't."

Selina knew how to play the game. She knew the words to the script. She knew that there were words she and Bruce would never share. But for once, she didn't care.

The former Catwoman stood, saying nothing, and walked over to where the former Batman sat. She touched his warm, strong, and wrinkled hand, leaned down, and kissed him.

No words necessary.

* * *

Terry rarely ever admitted when he was in over his head…but this was one of those moments.

The night had started with the usual crimes: B&Es, carjacking, a couple muggings, and a bank robbery, but when he'd overheard a police report of a brawl in Gotham Park, he knew that the PD would need back up and crowd control.

The initial confrontation had been between the Jokerz and the T's: two rival clans even sillier than the gangs of West Side Story. The cops were trying to break it up but they were undermanned because the SWAT team was taking care of a bomb threat on the opposite side of town. When he arrived, the melee was in full swing. Blood, teeth, chains, and greasepaint were flying all over the place.

He decided to get them apart first and so he threw down a smoke bomb, swallowing the clearing in the thick grey vapor. Coughing violently, the two gangs separated and stumbled about, trying to get their bearings. He expected them to be caught unaware at his sudden appearance, but then something insane happened. The leader of the T's pointed his pipe at him, shouting, "Forget the Jokerz! Get the Bat!"

And then the mob descended. Terry's shoulders slumped.

"Great."

He opted for a tactical retreat but only seconds after he launched himself into the air, a chain wrapped around his ankle and sent him crashing back down on the concrete. He hit hard on his back, luckily catching himself on his arms so his head didn't smack the ground and incapacitate him. The devious clowns closed in from all sides, Jokerz and T's alike. He'd unwittingly given them a new target.

In an instant, the agile vigilante jumped up and swept the legs of the nearest clowns out from under them, giving him a bit of breathing space. He switched to a rough brawling fighting style, lashing out his powerful limbs whenever he sensed movement, taking out thugs left and right. Before long, his knuckles were split and he was out of breath as he fought his way through the thick mass of bodies, trying valiantly to get enough room to get clear but there were too many of them.

Sensing that he was tiring, three Jokerz jumped forward and grabbed his right arm and another three leapt for his left, leaving him defenseless. He struggled, trying to overpower them, but they stretched him to nearly the breaking point, allowing the lead Joker and T to close in for the kill.

Mr. J licked the edge of his knife. "This is gonna make our reps forever."

"Don't bet on it, clown."

A tiny sphere flew into their midst, spilling a thick grey smoke in all directions. Terry didn't wait to find out what caused it. He ripped his arms free and took out all six Jokerz without missing a beat, backing into the middle of the cloud to catch his breath. He bumped into someone and whirled, his fist raised, only to find himself staring down at Catwoman.

"You? What are you doing here?"

"Saving your ass. You can thank me later."

Terry ground his back teeth. "_Thank_ you? You just endangered both of us!"

"I don't know about you, but I plan on surviving this little adventure so why don't you just shut up and fight?" Before he could reply, the smoke dissipated, revealing their location to the disgruntled criminals, who rushed them.

Then, miraculously, the tides turned. The two vigilantes kept their backs to each other and took the crooks down two at a time. Terry couldn't believe his eyes. She fought with brutal liquidity, her martial arts synching up with his perfectly as if they'd rehearsed it. Her movements were smooth and practiced, her punches swift but effective, her kicks lethal with precision. Bruce had been right. She had the potential.

Soon, there were piles of unconscious bodies all around them and the last throng of Jokerz fled only to be met with the waiting police outside of the park. Helicopters circled overhead to catch any stragglers, leaving the two heroes panting and drenched in sweat beneath their respective suits.

"See," Catwoman mused through breaths. "That wasn't so hard."

Batman spared her a gritty smirk. "Piece of cake."

She grinned, turning towards him with a witty response but then her eyes fell across the left side of his chest where she could see a trail of blood leaking down his side.

"You're hurt."

"So are you."

She rolled her eyes, pushing his arm aside to examine the wound. "I'm not bleeding from the chest, idiot."

"You aren't? Maybe you should let me check," he insisted with a flirtatious lilt in his voice. She suppressed a groan.

"I'll pretend that's the blood loss talking. Come on, before the cops see us."

She ushered him through the trees to a clearing encompassed on all sides by shrubs. In the middle sat a stone bench and an overhead lamp. She made sure no one had followed them and pushed him onto the bench, waving a hand towards his chest.

"Off. Now."

Terry arched an eyebrow. "Sorry?"

"We need to stop the bleeding now. Lose the shirt."

He narrowed his eyes at her. She crossed her arms and glared right back at him. "Do you want to get an infection or not?"

His scowl deepened. "Turn around."

Max made a small snorting sound. "What? Is the great Batman modest?"

He rolled his eyes. "I have to take the mask off first and then the shirt. No offense, but I don't trust you just yet, Miss Kitty."

"Fine." Max turned her back on him, trying not to smile at the ridiculousness of the situation. She knew better than anyone what lay beneath that cowl. Bruce obviously hadn't been on the radio link because he would have told Terry to come home to get fixed up. Then again, where would the old man be at this time of night? Asleep?

"You can turn around now."

She obeyed, biting her lip to stifle a giggle at the odd sight of Terry minus a shirt but still wearing the Batman mask. It looked slightly unsettling, but mostly silly. The mask didn't quite work without the tunic. Ignoring her thoughts, she reached into her utility belt and withdrew a roll of gauze and a tiny packet of antibiotic cream. She pushed his arm upward, mopping up the trail of blood. Terry flinched, sucking in a quick breath. She frowned, worried that he may have cracked a rib. A jagged cut ran parallel to one of the ribs on the left side of his abdomen. Not deep, but definitely painful.

"You're not going to clone me with that blood or anything, are you?"

She snorted again. "As if the world needs another brooding, self-righteous, misguided crusader for justice."

Terry grunted. "Tell me how you really feel."

Max shrugged, tossing the bloody gauze aside. "You asked."

He hissed when she rubbed the cream across the wound. She tried to be as gentle as possible around the tender area, noticing the paleness of his skin and his elevated breathing. Luckily, he couldn't follow her gaze through the goggles so she made a mental note of his other injuries. His upper body was spotted all over with bruises, mirroring her own, but at least none of them were bleeding. She felt relieved at the knowledge.

"There. You'll live to fight another day," Max commented, raising up to her full height after she'd applied an Ace bandage.

"Thanks."

"You will be billed." She started to turn to walk away, but he caught her wrist. Max blinked, facing him again. His voice dropped to something soft and meaningful.

"I mean it. Thank you. I underestimated you and I'm sorry."

Warmth blossomed through her chest. Finally. He'd thanked her and admitted he had been wrong about her. She didn't know if she felt more pride or gratefulness at his words.

"You're welcome."

He paused, glancing away and then back at her. "Look, I shouldn't really say this because my boss would kill me, but…if you ever need anything…I've got your back."

Max smiled. "Maybe we should bring the Batsignal in again and I can shine it whenever I want to get your attention."

He smirked. "Calling my name usually works."

She matched it. "And what name is that?"

"A gentleman doesn't kiss and tell."

"Isn't that a shame?" The words slipped out before she could stop them, nearly startling her. Normally when she flirted with him, it was all wits and attitude but that one hadn't come from weeks of practicing witty comebacks. It was…genuine. And it scared the living hell out of her.

Then she noticed his hand was still wrapped around her wrist, his fingers gentle but almost insistent. Physical contact, something the Batman rarely kept. Was it just her or did he seem to be breathing a little heavier? Or was it just a trick of the light?

The smirk stretched into a genuine smile: the kind that Max hated to see because even when he meant it as a friendly gesture, it still made her stomach do flipflops inside her. It was a smile that had been known to melt lesser girls into little puddles on the floor. She would never truly grow immune to it and part of her never wanted to. Even with the cowl and the expressionless white lenses, it warmed her.

"I might be persuaded otherwise, if that's what you're offering."

Max went still. Terry wondered for a moment if he'd crossed the line with his comment because her spine straightened like a yardstick and she seemed to stop breathing for a handful of seconds. Just as he opened his mouth to apologize, she spoke.

"Close your eyes."

"What—?"

"Close them," she said, even softer. After a moment, he exhaled and obeyed her command. When she was sure they were closed, Max lowered the mask from her face and slipped her arm free of his grasp, reaching for his cowl. She rolled it upward, exposing his chin and at last, her target: his lips. She leaned in slowly, banishing any thoughts of how wrong or improper her next actions would be in favor of giving in to something she had unconsciously wanted to do for the longest time.

She kissed him.

His lips were impossibly soft. Her eyes fluttered closed to truly drink in the sensation of kissing Terry McGinnis: her best friend, her confidant, her hero. She sighed into his mouth and he opened it a little more, sliding his tongue past her bottom lip. Blinding pleasure engulfed her in a flash, setting her body aflame. The suit sensors went off the charts, beeping that her heartbeat had tripled in the last two seconds but she couldn't hear it over the sound of her throbbing heartbeat. She was no longer kissing him—they were kissing each other, taking turns exploring the exquisite taste of the other person, sinking deeper into the embrace of the forbidden. She forgot about Selina, her secret, her lies, about everything in her life that wasn't this moment.

Then, they moved at the same time, almost in synch like they had during the brawl, but with a much more sensual purpose. He cupped the side of her face and pulled her closer and she responded by climbing onto his lap, her knees planted on either side of the bench astride his waist, arms slipping around his broad shoulders. His arms wound around her back, tugging her into the circle of his embrace and swallowing them both in the fire. She couldn't help letting a little moan slip at the press of his feverishly warm muscles cradled against her supple curves. With every new kiss, she involuntarily rocked upward into him, drawing a low growl from his throat. The sound made her shudder and absently think it wouldn't be so bad to let him devour her, body and soul.

Before anything else could happen, she heard rustling around them, indicating the cops had begun searching the area for any remaining Jokerz. Reluctantly, she drew back, her hot breath mingling with his as she whispered, "the cops."

"I know," he murmured, the disappointment evident in his voice, though she didn't really need it to tell he didn't want her to leave. The suit left little to the imagination and there was plenty of evidence to support the theory.

Max pulled her mask back over her mouth and stood up, though her legs almost didn't hold for a moment. Her mind felt stuffed full of cotton as it tried to process what had just happened. It would probably take several hours to register. She didn't mind waiting.

Neither of them spoke as they slipped into the darkness in opposite directions, mostly because there really wasn't much to say. She barely noticed anything on the way home, still dazed when she climbed in through the window of her bedroom and tossed her mask on the bed. She touched her lips, standing stock still on the carpet, thinking to herself. _I just kissed Batman. I just kissed Batman. I just kissed the goddamn Batman!_

Then, slowly, a giggle started to build in the girl's chest until it bubbled outward and she covered her mouth with a hand, deliriously delighted with her absurd behavior. She had done something she always wanted to do and it was all because of Catwoman. She couldn't believe it.

Somewhere during her giggling, music floated in from the bathroom where she'd accidentally left her mp3 player running in her absence. She had a weakness for bad pop songs from the early 2000's and the one playing now was no exception. But for once, Max didn't turn it off. Instead, she went and turned up the volume up, allowing the throbbing techno beat to swallow her like Terry's kiss had only minutes ago.

_"Don't you wanna_

_Don't you wanna_

_Don't you wanna know what it would feel like?_

_Let's be friends so we can make out!_

_You're so hot_

_Let me show you around_

_I see what I want_

_And I wanna play_

_Everyone knows I'm getting my way_

_It doesn't matter what you say_

_I'm knockin' you down, down, down_

_I'm knockin' you down, down, down_

_I'm knockin' you down!"_

She collapsed on the bed and curled around her pillow, grinning until her cheeks burned against the cool cotton.

"Best job ever."

* * *

**Sooo...yeah. Pretty intense, huh? The only way I'll know how you liked it is with reviews so let me hear it, you wonderful readers. The more reviews I get, the more motivation I get, and the more hot Terry/Max scenes show up. Thanks for all your support so far!**


	9. We could be shakers

"Max? Max, my head's on fire."

The distracted teen blinked and focused her attention on Chelsea, who wore an amused look at the fact that she'd been zoning out.

"Sorry, Chels," she apologized, twirling her plastic fork in her rather distasteful spaghetti. She didn't really want to eat it, but then again she'd be hungry later if she didn't. Chelsea shook her head, smiling.

"Alright, who is he?"

Max arched an eyebrow. "He who?"

"Whatever guy you're hung up on. You keep spacing out and smiling every few minutes."

A blush flooded across her face, thankfully hidden by her dark skin. She brushed off the comment with a wave of her hand, reaching for her soda.

"There is no guy. I'm just in a good mood."

Chelsea spared her a disbelieving look. "You don't look _that_ good unless you've gotten laid recently."

Max choked in mid-swallow, causing Chelsea to laugh. She glared and wiped her mouth, staving off embarrassment. "That's not funny."

"Sorry, but it's obvious that you've got it bad for somebody. It's about time, really. When's the last time you went on a date?"

Max winced. "It has been a while. I've been so wrapped up with school and the lab that I don't really have time for boys. Well, boys other than Terry."

Chelsea's interest piqued at her phrasing. She took a sip of her orange juice, trying to keep her voice casual. "That's true. You guys have gotten pretty close over the last year."

The pink-haired girl merely shrugged. "He's got it pretty rough. I don't mind helping out sometimes."

Chelsea's cherry-red lips stretched in a smirk. "Mm-hm."

Max eyed her. "Why are you looking at me like that?"

"Nothing, it's just…well, if you ask me, I think you guys would be cute together."

Max gaped. "Chels, he's my best friend and Dana's ex."

"I know, I'm just saying from a purely aesthetic perspective, you guys are pretty compatible. Don't get all defensive," she teased, her blue eyes sparkling with mischief. Max fought to keep her mind from wandering to the night before but couldn't and so once again her face flushed with heat. Before she could respond, a male voice interrupted.

"Defensive about what?" Terry asked, pulling out a chair next to Max's with a playful grin. Max cleared her throat, grabbing the roll off of his plate and biting into it to keep her trap shut while Chelsea covered for them.

"Nothing, just boy talk."

"Boy talk, huh?" Terry mused, stealing the croutons from Max's salad in retaliation.

"Have you found out who the lucky victim is?"

Chelsea pouted. "No. She won't tell me."

Max rolled her eyes. "Don't talk about me like I'm not here."

"Wishful thinking." She elbowed Terry in the side and he grinned wider. For a second, all she could focus on was his lips and how soft they looked from only inches away. And then there was the fact that he was sitting next to her so his left leg brushed against her right one and it was all she could think about for a couple seconds before she realized Chelsea had been saying something and she wasn't paying attention.

"—that brawl on the news. Did you see the footage?"

Max shook her head. "Nah, I was still in the lab. What happened?"

"Some of the news copters got an awesome shot of Batman and the new Catwoman fighting together. It was amazing. You've gotta see it after class," Chelsea insisted, unaware that both of them were squirming in their seats for separate reasons.

"I love this Catwoman. She's so retro, so much like the original. I hope they never find out who she is."

Terry tilted his head slightly. "Why's that?"

"Because it's fun to guess what kind of girl she is. Maybe she's an ex-policewoman. Maybe she's a distant relative of the original. Hell, maybe she's someone in this cafeteria. You never know."

Max found swallowing her bread difficult on account of her throat being dry. Terry shrugged. "I doubt it. She's probably older than us."

She had to say something. She just had to. "What makes you say that?"

"She looks a lot more mature than the other ones. Not old, just…mature."

Chelsea winked at him, her voice teasing. "Sounds like someone's got a bit of a crush."

He cleared his throat, avoiding her gaze. "C'mon, Chels, she's a vigilante who dresses up in animal-themed latex and fights crime."

"Doesn't stop Max from crushing on Batman."

For the second time, Max nearly swallowed her food down the wrong pipe. Terry turned very slowly in his seat and stared at her with an interested expression. "Oh _really_?"

After she'd nearly hacked up a lung, Max glared at Chelsea. "I do _not_ have a crush on Batman."

Terry draped his arm around the back of her chair, leaning in with a secretive smirk that only she caught. "I don't know, Max, you did seem pretty interested in finding out who he is last year."

"It was a phase. I grew out of it."

The smirk widened. "You sure?"

"Positive," she sneered, pronouncing every syllable with a malicious voice. He sat up straight, his voice still laced with humor.

"If you say so, Maxie."

* * *

Selina awoke to the soft, furred body of her cat as it jumped onto her lap, alerting her to the fact that she was curled up on her loveseat with a blanket draped over her. She yawned and stretched her back, absently petting the little animal as she opened her eyes and tried to remember what had transpired the night before. She and Bruce had continued talking well into the night and she'd even kissed him. Foolish, perhaps, but she couldn't fight a satisfied smile when she noticed the blanket he had wrapped her in before he left. He'd actually shown real human emotion. Shocking.

"What did I do to deserve such kindness?" she murmured to the cat, chuckling to herself. Then, slowly, her smile faded. The thought had actual merit. It had been so long that Bruce showed her such affection. Could it be that he felt he needed to make up for wronging her? Recently?

Fear gripped her suddenly and she got up, walking into the den. She pressed the button on the flat screen television and it unfolded into her command center. When the computer booted up, she checked the very last log in record. It showed an entry from the night before. She'd been gone all day, meaning only one thing.

Selina slumped into her chair, sliding her hand across her forehead, her voice hushed.

"You son of a bitch."

* * *

The bell rang, releasing the Hamilton High school students from classes for the rest of the day and Max couldn't be more relieved to hear it. She had a ton of homework to finish before and after patrol, and none of it looked to be a cakewalk. She stuffed her laptop in her bag and headed out the door only to find Terry waiting for her outside.

"What's up? Need notes?"

He shook his head. "Nope. We're going out."

She lifted an eyebrow. "Out where?"

"To lunch. I feel like we haven't hung out in forever. C'mon, my treat."

Max sighed. "Ter, I've got a lot of work to do—"

"And you need a break from all that or you'll blow a fuse in that big brain of yours," he insisted, poking her in the forehead. She stared up at him, wanting to say no, but she couldn't deny that he had a point. It hadn't been just the two of them in a while like normal kids. The only times she saw him alone were in the wee hours of the morning when he needed a patch up. She glanced at her watch and sighed, nodding.

"Alright, but just an hour."

He held up his hand, placing the other one on his chest. "Cross my heart."

"And hope to die?"

"Not if I can help it."

* * *

Selina paced the carpet impatiently as the phone rang and rang, but her pink-haired protégée was not picking up. After a while, she made a disgusted sound and tossed the phone aside angrily.

"Perfect timing, my dear. Don't pick up the phone the day the old man figures out our game."

She ran her fingers through her feathery grey hair, trying to think what to do next. School had let out for Hamilton High about twenty minutes ago, meaning it would be fruitless to show up at the school because Max would be on her way home. Hopefully, she'd see the missed calls. There was nothing they could do about Bruce discovering Max's identity, but Selina needed to warn her of the incoming shitstorm, for lack of a better word. Once the old man told Terry, Max would be in deep, deep trouble. She'd need advice on how to handle the boy.

In the end, she just sighed and sunk down onto the couch."

"Whatever you're doing, girl, I hope it's worth it."

* * *

"I can't believe you've never done this before."

"I was a sheltered kid. Sue me."

Terry chuckled and slipped his credit card through the reader. Max tapped her baseball bat on the mat, her dark eyes focusing on the machine about two yards away, preparing to fire the little white spheres.

"They have VR games for this," she commented, tightening her grip and trying not to imagine getting smacked in the forehead with a baseball. Terry shook his head, leaning against the fence behind her and hiding a smile.

"It's not the same. You don't get the rewarding feeling of hitting a homerun."

"Technically, I don't either." Before he could reply, the first ball shot towards her. Max's eyes widened. She hadn't expected it to be that fast, and naturally, ducked. The ball hit the fence behind her and bounced harmlessly to the ground. Terry couldn't hold in a good-natured chuckle at seeing his best friend covering her head like an eight year old. She straightened up and glared at him.

"That's not funny."

"Sorry. They do come out sorta fast. Just concentrate."

She lined herself up with the plate again. The next ball came out and this time she didn't duck. She swung, a bit harder than she intended to, and missed. A frown settled on her pretty features. Surely that had been a fluke. She could reprogram a supercomputer in less than thirty seconds. Hitting a small projectile with a wooden bat couldn't be harder than that, right?

Max swung again, this time aiming a little lower. Again, the ball hit the fence. She started getting irritated. After missing the fifth ball, the girl lowered her bat for a moment and shot an accusing look at the very amused boy behind her.

"Do people really do this for fun?"

Terry's grin widened. "You're just mad because you've finally found something you're not good at."

Max scowled. "Who wouldn't be?"

"Non-perfectionists. Here, hold on." He pressed the Pause button and opened the gate, walking inside. She watched him warily.

"What?"

"I'll give you some pointers."

"How do you know how to play?"

"My Dad. Before Matt was born, we used to go to the batting cages every other weekend," the boy explained, his voice and smile warmer than the sun overhead. Max caught herself thinking the look was "cute" and immediately focused on the bat in her hand and not the one standing next to her.

"Alright, _sensei_. What am I doing wrong?"

"First off, your feet are too close together. When you swing, it's not just your arms. It's pretty much your whole body."

She nodded and spaced her feet apart. He then walked up behind her and touched her hands, which made her tense automatically. It took her a moment to pay attention to his words and not his warm, muscular chest pressed against her back.

"Your hands need to be a little lower on the bat too. And when you swing…"

He helped her make a smooth swinging motion. "…turn your shoulders and try to keep the bat parallel with the ground."

She cleared her throat, ignoring her rather warm cheeks. "Got it."

Thankfully, Terry's cell phone rang and he moved away for a second, allowing her to breathe again. He glanced at the number and then, to her surprise, put it back in his pocket.

"Who was it?"

"The old man."

Max blinked. "Shouldn't you answer it?"

He shrugged, walking back out of the gate to press the Play button. "It's fine. He'll leave a message."

"What if it's important?"

Terry smiled softly. "I've got five minutes left before I have to take you home. Trust me, it can wait."

Max wanted to say something sarcastic in response, but she couldn't because truthfully, the comment had flattered her beyond belief. She sometimes forgot how sweet Terry could be, without even realizing it. She faced front in order to hide the bashful grin that had overtaken her lips at his admission. He hit the Play button and she took his advice, making sure to ready her stance.

The baseball shot through the air and this time she connected, knocking it into the Homerun ring. A gleeful little squeal escaped her before she could stop herself and she felt twelve years old again, happy to have done something right.

"I got it!"

Terry grinned. "See? It's not as hard as you think."

Max adjusted her stance again, excited as she hit the remaining three baseballs as well, finishing off the round. She took the helmet off and smoothed her hair back down as she walked outside of the cage, biting her bottom lip in an attempt to hide a smile.

"I guess I can kind of see the appeal now."

"Good. There is more to life than software, y'know," he teased and she shoved him lightly, following him out of the compound. She had spent so much time lurking in the darkness, waiting to fight the city's underbelly and rescue the innocent, that she forgot the simple enjoyment between two friends, even over something admittedly immature like visiting a batting cage. She had taught herself to grow up, but truthfully, she had missed part of the ride.

A little while later, the pair rolled up in front of her apartment building on Terry's motorcycle. She removed the helmet and tossed it to him after climbing off, shouldering her bookbag and smiling.

"Thanks, Ter. It was nice catching up."

He smiled and once again, her head got light. "Yeah. I'll see you around, Gibson."

"Later, McGinnis."

He put on the helmet, revved the engine, and sped off down the street. She watched him go, shaking her head, and then the smile faded as she noticed the sunlight retreating from the city line above her. Sundown. She was overdue for patrol. Selina would probably be worried since she'd left her phone upstairs. Max surveyed the empty alley next to her and decided to cut out the middleman.

In a few minutes, she had changed into her suit and cloaked herself in the new darkness, standing atop a nearby clock tower to watch for activity. She'd gotten too wrapped up in patrol to remember that her radio link was still at the apartment, meaning she didn't have any communication with Selina. She figured the former Catwoman had heard about her little adventure with Batman since it had apparently made the news and thus didn't really want to talk to her just yet. She needed an explanation, after all.

A scream broke through the night, catching her attention. She shot a grapple line and followed the sound, but the closer she got, the more she recognized the generic screaming woman. A smile curled on her lips when her boots touched the gravel on the seemingly deserted rooftop. She placed on hand on her hip, speaking into the shadows.

"You really shouldn't use the same trick twice."

A second later, her goggles lit up with red, indicating a presence behind her, but she didn't turn fast enough to avoid a vicious blow to the back of the skull.

Catwoman crumpled to the ground, unconscious. Behind her, a bulky man in black chewed on the end of his cigar, shouldering the baseball bat in his meaty fist.

"Good advice, kitty cat."

* * *

**And the plot thickens. Don't forget to leave a review, for reviews inspire me to finish the chapters faster. You don't want to be left hanging too long, do you?**

**Kyoko  
**


	10. If we could just shake something

He was halfway to the Manor when the phone built into his helmet rang: an irritating buzzing in his ear like a mosquito. Suppressing a sigh, Terry answered it with a mild voice since he had anticipated that Bruce would be in a foul mood.

"Where's the fire?"

"Max is involved."

Terry frowned. "Involved in what?"

"I got a good look at Selina's computer last night. The unlisted phone she made substantial amounts of calls to was shipped to 573 West Sycamore, apartment 5B."

Terry's blood ran cold. "That can't be right. I just dropped her off."

"She's been playing you, McGinnis."

His hands tightened on the handlebars of the bike as he came to a stop at a light, his knuckles blanching white from the pressure. His voice came out a low growl.

"She wouldn't."

"Terry—"

"She _wouldn't_," the boy snarled.

"Terry…" Bruce fought to keep his voice level but Terry cut him off.

"I've got some things to check out. I'll call you back." He hung up and dialed the number to the Gotham Tech Computer Science Division, which he knew by heart since Max spent so many afternoons there.

"Hello?"

"Brad, it's Terry. Can I speak with Max?"

"She's not here."

"Did she leave early?"

"No, uh…" Brad sounded confused for a moment. "She hasn't been working nights here. She opted for the weekend shift. Didn't she tell you?"

Terry closed his eyes, attempting to keep his voice normal. "No. My mistake. Thanks."

He hung up and the light turned green. Instead of going straight, he weaved into the left lane and made a U-turn, heading back towards Max's apartment complex. He arrived in fifteen minutes and climbed up the fire escape with a none-too-friendly-expression when he pried open Max's window.

"Max?"

By now, night had fallen and her bedroom was blanketed in darkness. He checked the whole apartment but there were no signs of her. Determined to find proof, he searched through her things looking for evidence. He found huge textbooks about martial arts, medical procedures, and dieting underneath her bed but it wasn't enough. Her First Aid kit had been freshly used, but that too wasn't substantial proof that she had been masquerading as Catwoman all this time.

Suddenly, Terry heard a muffled ringing sound coming from the bed. He tossed a pillow aside and found Max's new phone, taking a deep breath and putting it up to his ear only to hear a female voice on the other end.

"About time you answered."

Terry closed his eyes again as a wave of anger rolled over him. "Where is she?"

Selina fell silent for a moment and when she spoke again, her voice was a mixture of annoyance and exhaustion. "I don't know. I've been calling all afternoon. She probably knows she's going to get an earful for the fiasco in the park the other night so she's avoiding me. The radio link is dead as well."

Terry found the receiver on her computer desk, examining the intricate circuitry. "She left it here."

"Figures. I was going to get on to her, but I suppose you'll take care of that, won't you?"

He grit his teeth, nearly on the edge of losing his temper. "Did you talk her into this or did she come to you?"

"What does it matter?"

"It matters because I just found out my best friend has been lying to me for months and putting her life in danger because of you."

"Blame me if you like, but we both know this is only a natural progression. You shut her out of your life and she needed help. I provided it. I accept responsibility for my actions. You need to accept yours. Call me when you find her."

"We're not done talking about this."

"Not hardly." The former Catwoman hung up. Terry shoved the phone in his pocket and climbed back down the fire escape. When he reached his bike, he opened the compartment below the seat and withdrew his bookbag, changing into the suit in a nearby empty alley and beginning to search for his wayward best friend like a man possessed.

* * *

Max's head ached. She couldn't tell if it was her skull or the actual membrane of her brain, but it felt as if someone had smashed it open like a pumpkin, leaving her nerves raw and exposed for the world to see. Worse still, she couldn't breathe. There was an acrid smell of smoke billowing around her nostrils through the cloth mask and she coughed. The jerking motion of the cough made her realize the position of her body. She was hanging with her toes skimming the floor and her arms stretched apart, chained at the wrists. Her weight drew the chains taut and made her tired body hang awkwardly in midair. With some effort, she pried her eyes open and they took a while to focus in on the dimly lit circle of light around her until at last she made out the image of a man.

He was tall and thin, but not weak. There were sinewy muscles attached to his gangly arms, exposed by the dark green sweater he wore. He had a wide forehead, slicked back black hair, sunken eyes, and a square chin. He looked slightly familiar, like a ghost of another man she'd seen but couldn't recognize. The only other identifying mark was a crimson snake tattooed on his right forearm.

He blew another smoke ring in her face, making her flinch and cough again.

"Glad to see you're awake, kitty cat."

Finally in control of her consciousness, she immediately began to assess the situation. They'd taken her belt and her goggles, but left the mask, meaning that things hadn't gotten too personal yet and that she probably wouldn't be ransomed. If he had wanted to ransom her, he'd have found out her identity so he could send a note to her next of kin. She also spotted five other men just outside the circle of light—the main main's enforcers, most likely. He was probably a criminal of good financial standing based on his clean-cut looks and expensive clothing.

She had to clear her throat before she could speak. "That's Ms. Kitty Cat to you, dreg."

A faint smile touched the nameless man's thin lips. "My mistake. Do you know why you've been brought to me, Ms. Kitty Cat?"

She glanced around at the dismal surroundings before returning her bold gaze to him.

"You're in need of an interior decorator?"

The smile widened. "Good guess, but no. You see, this situation isn't normally my thing. I don't like to get my hands dirty. When I talk, people listen. I have grunts who go out and procure things for me. I have a particular taste for jewelry, in fact. I've never had the pleasure of meeting you or the Batman because I like to fly under the radar."

The calm, casual tone of his voice unnerved her. She was more used to the short-tempered thugs and the reckless teenagers, not the sophisticated mob bosses. This man seemed so…clinical. It didn't sit right with her. Still, she didn't want him to think he'd managed to scare her so she spoke up.

"Does this speech have an intermission? I haven't got all night."

The man paused, sucking in another mouthful of smoke. "Ah, yes. I suppose you're right. We should get to the point."

He handed his cigar to one of his flunkies and walked over to her, leaning down to look into her unwavering brown eyes.

"One of the men I sometimes send to procure things is named Carlton Kovac. Does that name ring a bell for you?"

Max took a moment to think. "Not really, no."

"He's one of the jewel thieves you arrested on your first reported foray in the vigilante business. He is also my brother."

Realization began to dawn on Max as the man continued. "Unfortunately, the police placed my brother in the general population as they were unaware of his somewhat dubious reputation for ratting out other criminals. He was stabbed to death in his cell this morning during a prison riot."

Her eyes widened a fraction. The man nodded. "And now I trust you grasp the gravity of this situation. You, my dear, facilitated the death of my brother. I am not a Christian nor have I ever been, but I think a bit of scripture is fit for the occasion. An eye for an eye and a tooth for a tooth. You took his life and so I am going to take yours."

He began rolling up his sleeves, still continuing on in his polite voice. "However, if you beg me to end it quickly, I will gladly accept your request. If you do not, I am going to see just how many lives you have. What's your decision, Ms. Kitty Cat?"

Silence fell for several paralyzing seconds. "What's your name?"

"William Kovac."

Max took a deep breath. "Well, Mr. Kovac, you can take your offer and cram it up your narrow, lily white ass because I am not going to beg anything from you. If you're going to kill me, you'd better do it before I get myself out of these handcuffs and wipe the floor with your perfectly clean-shaven face."

Kovac smiled that empty smile again. "Remember: I gave you a choice."

She didn't know he'd swung until the right side of her face exploded in pain. It crackled across her cheek and rattled her teeth inside her skull like popcorn kernels at the bottom of a bowl. Faintly, she realized a bad guy had never hit her right in the chin. No wonder Selina's training had been so extensive. Getting punched _hurt_.

The first beating was savage and concise. He hit her in a quick, brutal rhythm: raining blows down on her face, upper torso, and stomach. She felt her skin giving under his knuckles over and over again and when she thought she would pass out from the pain, he stopped and wiped his sweaty knuckles, then puffed on his cigar.

"Have you changed your mind?"

She drew in a shaky breath and let out a weak chuckle. "Is that all? I've gotten paper cuts that hurt more than this."

Another soulless smile. "So be it."

He came for her again.

* * *

"Something's not right."

Terry's hands were clamped onto the steering wheel of the Batmobile as he soared over the city skyline, having searched nearly every corner of Gotham in the last hour and a half.

"There's nothing on the news or the police scanner about Catwoman. I should have run into her by now."

"She doesn't want to be found, McGinnis. There are plenty of places to hide in this town," Bruce grumbled. Terry shook his head.

"I know that, it's just…something feels wrong. Something's telling me she's in trouble."

"You're being paranoid."

"Since when is that a bad thing?"

"When it's affecting your concentration. You can't spend all night looking for her. You're needed elsewhere."

"No. Not until I find her."

"That wasn't a suggestion."

"Then I guess you'd better fire me because I'm not going anywhere until I know she's safe."

A tense silence descended. Ace whined gently, lifting his brown eyes up at the old man as if trying to tell him something. Bruce frowned, rubbing between the Great Dane's pointed ears, but the dog still continued to make a soft, keening sound in his throat. He suppressed an aggravated sigh and brought up a map that he had downloaded from Selina's hard drive.

"I'm sending you the route she normally takes each night. Start there and work your way back. I'll see if I can find anything on my end."

"Thanks."

"Don't mention it. Ever."

* * *

"Something's not right."

Selina could feel it in her bones. It was often said that cats had a sixth sense, and she was no different. Even if Max wanted to avoid getting a stern lecture from her, she would have reported in after a while. It had been over an hour and a half and everything inside her said something went wrong. She didn't know what or when or why or how, but she was damn sure going to find out.

Unfortunately, the suit's locater chip had been infused with the radio link so she couldn't track her protégée. She did, however, have her wits about her so she turned on the local news and began combing through the recent files of criminals Max had put away. If she had gone missing, there was a slim chance that a bad guy gotten out of jail and came looking for revenge.

Reading through the criminal logs soaked up most of her attention, but the newscasters' current report made her pause for a moment as she heard a name.

"—criminal apprehended by the Catwoman was found murdered this morning in his prison cell. Carlton Kovac, age 34, has only one known relative: an older brother who has made a name for himself as an investment banker."

"Kovac," Selina muttered. "Why does that sound familiar?"

She quickly scanned her list until she came to the very top. There, among the first group of convicts, was Carlton Kovac. The former Catwoman had no doubts that there was a connection. She pulled up his personal information and ran a background check on William Kovac. His record was spotless. Her jade green eyes narrowed. His current address probably wasn't accurate, but it would at least provide a place to start. Still, there was one thing left to do and she was loath to do it, but Max's life hung in the balance.

The phone rang only once before the old man picked up. "You're not authorized to use this line. Get off."

"I think I may know what happened to Max."

A pause. "Go ahead."

"I just saw a news report about one of the criminals she put away being killed in prison this morning. The man's brother is a considerably powerful man. I think the kid should at least look into it."

"Give me the address."

"800 Steven Reynolds Boulevard, Suite 650. Run down all of his known associates and their locations and then send them to me. I'm going to go look for her."

"Selina—"

"Don't even try it. I got her into this mess. If anything happens to her because of me…"

She fell silent as a wave of emotion crested inside her, making her throat tighten and her hands curl into fists. After a moment, Bruce spoke again in a surprisingly soft voice.

"We'll find her. I'll send you the locations via text."

"Thanks. Hurry."

She hung up and darted into her room, throwing on some boots, tying her worn but sturdy whip to her waist, and grabbing her utility belt. She tossed a black duster over the ensemble and headed out the door.

Across town, Terry's link beeped and he picked up the line with a terse voice.

"Tell me you've got something."

"I'm sending you a list of locations for a William Kovac. We think he might have something to do with Max's disappearance."

Terry's jaw clenched as five addresses popped up on the digital screen. "Got it."

"Selina is running down the other three. She'll call if she finds the girl first."

"For their sake, I hope she does. If I catch up with them…"

"Getting angry isn't going to help find her any faster. Use your head, McGinnis. Stay focused."

"Yes sir."

* * *

Max thought the first time she twisted herself into a lotus petal formation for yoga was the most painful thing she'd ever done.

She was wrong.

Time had slipped into oblivion for her because of the pain. Everything hurt. Her skin, her bones, her muscles, her tendons, her organs…everything felt as if it had been set flame and then shattered into a million tiny shards. But still, somehow, cruelly enough, she was still conscious: perhaps on account of her own stubbornness. She worried that if she passed out, Kovac would end it all and slit her throat. She didn't want to die this way, bled out in front of a bunch of jackals. Foolishly, Max had pictured a more spectacular death, like the one in that old Zack Snyder movie.

_What was it called? Oh yeah. A beautiful death_, she thought absently, poking the tip of her tongue against a recently loosened tooth. Thankfully, Kovac had taken another break and now she felt uncomfortably numb everywhere: a brief respite from the pain.

"We are coming up on the end, my dear. As appetizing as it is, I don't have all night to play with you. I offer you one last chance for a quick death. What's your answer?" The villain asked, wiping his bloody knuckles with an expensive silk napkin. He expected another sharp-tongued response, but didn't get one. Instead, he heard a soft sound coming from her that he couldn't identify for a moment. He walked over to her, his head tilted slightly to hear.

She was laughing.

Astonishment bloomed across his pale face. Max lifted her head, one eye swollen shut and blackened, but the other shone so brightly with pride and fearlessness that it nearly scared him.

"You're an idiot."

He bristled. "What makes you say that?"

"Because no matter what you do to me…torture me…kill me…it's not going to be worth what Batman is going to do to you."

Kovac scowled. "I doubt the Batman will involve himself with another copycat."

"That's where you're wrong. I'm not a copycat. I'm not just a girl playing dress up. I am power and darkness and sex. I am everything that men have to fear of women. You can break me into the smallest pieces you can and I'll still survive somehow, just so I can watch Batman feed you your own worthless spine. It doesn't matter where you hide. He will find you. That's a promise."

A nasty smirk touched his lips. "How like a woman to depend on a man to clean up her mess."

Max shook her head. "It's not dependence. It's the truth. Besides, he's already helped me without even knowing it."

"Pardon?"

"That little speech just bought me enough time to do this—" The cuff around her right wrist that she had quietly been working her arm out of slid loose and she flicked out her claws and sliced the side of Kovac's face open. He howled in pain and stumbled backwards, splashing blood on the concrete floor. She had only seconds.

Max picked the other lock with her claw and fell to the floor, crying out as her badly injured body hit the ground. Everything screamed like it was being burned alive, but when the first thug rushed her, she kicked him in the nose, shattering it. He fell back as well and Kovac scrambled upright, clutching the bloody side of his cheek.

"We're done here. Kill the girl."

He disappeared, leaving her alone with four bodyguards who were easily twice her size each. The fear receded and only adrenaline remained. Maybe she would get that beautiful death after all.

Another thug stepped up and she lashed out at him, slashing his shirt open with her claws, but the other two snuck up behind her and grabbed her arms. She struggled valiantly against their grip but couldn't get loose and the third man punched her in torso. She cried out as she felt her ribs cracking and went limp in their arms, barely clinging to consciousness. Her will power drained out of her faster than the blood leaking down her chin and absorbing into the mask. She had done all she could. Neither woman nor cat could outrun her own destiny. She only hoped that Terry would forgive her for lying someday.

"Any last words, Ms. Kitty Cat?" the man before her asked. Max raised her gaze and mustered enough strength to say one word.

"Duck."

The man frowned, confused. "What?"

He felt someone tap him on the shoulder and turned only to find him on the receiving end of a pair of white demonic eyes, a blazing red symbol shaped like a bat, and an iron fist.

Batman laid him out with one punch. Max let out a tiny chuckle.

"I tried to warn you."

The other two men let go of her and rushed him, but they too were ruthlessly and soundly beaten in a matter of seconds. Max could feel herself slipping out of consciousness as she tried to hold herself upright on her knees. Her strength finally gave out and she swayed, but Terry caught her before she fell, cradling her broken body as gently as he could in his arms. He couldn't believe it was her. He just had to see for himself.

Gingerly, he peeled off her mask and a pained exhale escaped him upon seeing her badly battered face. She tried to smile, her voice barely above a whisper.

"What took you so long?"

He couldn't answer her because there was only one word lodged in his throat. "Why?"

"Because I needed to, Ter. I'm sorry."

She went still in his arms, drifting further into darkness.

* * *

**Yes, I know. I am a cruel, cruel writer. But don't worry, you'll see that it's all worth it. Don't forget to review and thanks so much for your support thus far.**

**Kyoko  
**


	11. Out of the blue

Warm. She felt so warm.

When consciousness rolled in, Max's senses exploded with pain. From the crown of her head to the soles of her feet, she felt a universal ache soothed only by the soft comforter that encased her badly injured body. She was lying in bed. Odd.

Max's eyelids finally peeled back and she couldn't see for a moment because it was dark wherever she was. After blinking a few times, her eyes adjusted to the dim moonlight spilling in from angle across the slender face of the person sitting on the edge of the mattress.

"Hey there," Selina said in a quiet voice, smiling gently. Max managed a tiny smirk in response, too weak to lift her head just yet so she remained where she was, glancing about at the massive bedroom she was in.

"Where am I?"

"Wayne Manor."

Max's eyes widened to epic proportions and Selina stifled a small giggle. "I figured that would be your reaction."

"How did…when did…" Max stopped and forced herself to form a correct sentence.

"Why am I at Wayne Manor?"

"Because Bruce didn't want to risk taking you to a hospital. Kovac's men might have come after you and hospital staff can't be trusted, not in this town. You're safe here."

Max shifted a little, feeling anxious. "But…I thought the old man wanted nothing to do with me."

Selina made a scornful noise in the back of her throat. "There's a difference between being aloof and being a cold-hearted bastard. Bruce Wayne is the former. He doesn't show it, but he cares as much about you as he does Terry."

Feeling slightly better, Max slowly began to sit up and Selina came near, helping her prop her back against the headboard. The huge fluffy pillows supported her sore spine and made her chest a little less tight. The bindings were extensive and she had bandages everywhere else to the point where she looked like a rose-haired mummy.

"How did he find me?"

Selina's eyes narrowed slightly. "We did some digging of Kovac's known associates. I went around town asking for locations from his underlings."

Max arched an eyebrow. "That worked?"

Selina flashed her a demure little smirk. "I ask pretty hard."

"Where's Terry?"

The amusement disappeared from the older woman's face, leaving it in a mixture of sadness and anxiety. She smoothed one hand across the comforter, lowering her eyes.

"We…don't know."

Max felt her blood draining out of her face. "What?"

"You were out for two days. He stayed by your side until you stabilized. He wouldn't move, he wouldn't eat, he wouldn't sleep, he just…lingered. When he left, there was something in his eyes. Something broken."

Max touched her neck, trying to grasp at something as panic gripped her. "He's going after Kovac."

"Yes. I'm afraid he is. And we both know what's going to happen when he catches up with him."

All of the sudden, Max tossed back the comforter and tried to climb out of bed, startling Selina. She groaned weakly as her ribs burned with pain, gritting her teeth. Selina pushed on her shoulder, making her stay seated.

"What are you doing?"

"We have to find him. Can't let him do this. Stupid hothead…" Max hissed through her teeth, clutching her side as she attempted to stand up again.

"Max, I know you want to help him but you need to rest. You don't know how close you came to not making it. You won't be any good to Terry if you're in a coma," Selina said firmly, hardening her gaze on the girl but Max just shook her head.

"No, I did this. I have to fix it. You don't know him like I do."

"Don't I?"

Max stopped, blinking up at her mentor. The anger had bled away, caving in to a softer, more considerate look. "When we were young, I…nearly died. Shot by the Joker. Bruce, he…he almost killed him. Had his hands around his neck. I almost let him do it, but I couldn't because letting him dirty his hands in my name. I wouldn't be able to live with myself if I let him do it."

Max clenched her jaw, lifting her chin. "Then help me find Terry before the same thing happens to him. Please."

The older woman let out a long, tired sigh and slid Max's left arm around her shoulders, helping her slowly but surely to the door. They made careful progress down the hallway and the staircase to the Cave.

Bruce sat in his massive chair with a grim expression when they arrived, not even turning his head to speak over the growls of his Great Dane.

"Go back upstairs."

"Not a chance, old man," Max answered tartly. "Where is he?"

"It's none of your concern."

Max unwound her arm from Selina's shoulder, her hands balling into fists. "None of my _concern_?"

"You had the chance to do the right thing and you didn't. We're done. You may stay here for the remainder of your recuperation but past that, you're out of the vigilante business."

"You cold bastard."

Bruce finally stood, towering over the fuming teenager. "Call me what you will, but this isn't about you any more. It's about him."

"It's always been about him, hasn't it? You never gave me a chance. It's both our faults that it came to this, Bruce," Max spat, ignoring the pain that sprang up as she yelled in his grizzled face. His icy eyes narrowed to slits.

"I asked him what he would do if anything ever happened to you. Do you know what he would do?"

She shook her head once. Bruce's jaw tightened.

"He'd kill to keep you safe, Max. Without hesitation."

For a moment, the anger fled the girl's features to be replaced with shock. "But why? I'm just his friend. Why would he throw his life away for me?"

"Because that's who he is. If you can't see it, you're just as blind as he is to what's going on."

Max opened her mouth to say more, but Selina cut her off. "Look, we're wasting time standing here and arguing. The boy's a good detective. He's got to be close to finding Kovac by now and we've got to stop him. Have you tracked the suit?"

"I shut it down before he left. He didn't take it with him because he knew I wouldn't let him," the old man explained, pointing with his cane to the operating table where the Batsuit lay, forlorn and empty.

"He took the Nightwing mask and a utility belt, but disabled the trackers in both of them. Kid's too smart for his own good," Bruce said with a grimace.

"I've been narrowing down Kovac's means of escape. He'll be leaving tonight, if he knows what's good for him."

Selina rubbed her chin, staring up at the digital city map on Bruce's computer. "What did he do for the two days he stayed here?"

"He'd have needed medical attention," Max chimed in. "I got him pretty good in the face before I collapsed. He'd need stitches."

"Alright, so he calls a doctor and gets himself cleaned up. He recuperates for a day and then sets about putting his affairs in order to leave Gotham. Has he sold all his property?"

"Everything but the boats." Bruce pointed to three yachts he'd pulled up on one of the smaller screens.

"That's obvious misdirection. He's not going to use his own boats, but it is the preferred method of escape. He can't go on a plane or train because I had Gordon put out an A.P.B. for him so he'll try one of the harbors. The most common methods for sneaking crooks out of town are the Bennett vessels."

Selina frowned. "There are at least ten of those leaving every night."

"Right, but there's only one that's high class."

Bruce pointed again to one of the boats. "The Quinzel."

"Do you think Terry's deduced this by now?" Max asked.

"Possibly. We're not going to risk it. We have to find Kovac first."

Selina nodded. "I'll get down there and check it out."

"Me too."

Both of the former vigilantes gave her matching stern looks and chorused, "You're staying here."

Max glared. "You both admit that this is my fault. Let me fix it."

"You can barely walk. You're sitting this one out. End of discussion," Selina finished for her, turning on her heel and heading towards the batmobile. She gathered her things from the counter and donned a spare Catwoman mask that Bruce had kept around the mausoleum display. She hopped into the jet and lifted off, leaving the two in a tense silence.

Max sighed, leaning against the side of the computer for balance. Her legs were already shaking beneath the loose grey sweatpants they had put her in. Bruce said nothing, but he swiveled the chair towards her. She blinked at him in surprise, but sat down, relieved as some of the pain faded in response.

"I guess you were right about me in the end," she murmured, her dark eyes weary.

"Maybe I wasn't ready."

He didn't answer. She hadn't expected him to. The silence left her open to notice the distrustful glare Ace was giving her from where he stood, a low growl crawling out of his furry throat. She felt the need to win him over so she stuck out her hand, the palm flat, towards his nose. He bared his teeth, but his nose began to twitch as it took in her scent. The dog's eyes flicked to the calm, kind look on her face and the growling faded. He sniffed her hand, still cautious, and crept a little closer.

"Come on, big boy. I'm not gonna hurt you," she whispered soothingly. He sniffed her twice more and then licked her palm, having determined in his canine mind that she was trustworthy. Max smiled and scratched his head, not noticing that Bruce had observed the entire exchange with interest.

"Can you hack into the security cameras on the boat from here?" Bruce said suddenly, drawing her attention away from the dog. She paused, glancing down at the massive keyboard in front of her.

"Yeah. Give me a second." She analyzed the controls in a brief moment and then went to work. In seconds, she was blown away by how fast and responsive the program was—never stalling or buffering anything. The honor of getting to touch such advanced equipment nearly overwhelmed her for a moment, but she pushed it aside. No time for that. She had a job to do and two people's lives hung in the balance.

In mere minutes, the security cameras from the Quinzel vessel filled the main screen: dozens of small boxes that made out a grid. Max began combing through them one by one, looking for any sign of Kovac. In the jet, it would take Selina maybe ten minutes or so to arrive. With any luck, she would beat Terry there.

"There!" she exclaimed suddenly, pointing as she recognized his tall frame and the swollen side of his face full of fresh stitches. She enlarged the feed from a hallway on the third deck where Kovac was walking towards his room. Bruce switched on the radio link to Selina's cowl.

"We've got him. Third deck, heading towards a room at the end of the hall."

"Got it. I should be there in five minutes."

"Can you make it sooner?" Max asked. Bruce glanced at her and Selina's confused voice continued over the intercom.

"Why?"

"Because he's here." She enlarged another security camera on the far side of the deck where an unconscious thug lay. She switched to another one and spotted the masked Terry taking out another guard, his movements swift and brutal. Bruce's eyes narrowed.

"Can you set off the ship's alarms?"

Max gaped at him. "Bruce, we can't. He might get hurt."

"Do it."

His words cut through her skin, slicing to the bone. How could someone who supposedly cared about Terry so much be so cutthroat? She grit her teeth and activated the ship's security alarms to alert the guards. They would at least stall Terry enough to give Selina the time to get there.

Men poured out from the lower levels with guns, searching for the source of the chaos. Terry melted into the shadows for a moment, no doubt regrouping his strategy now that the men were on watch. It felt so odd watching him act like Batman without the suit on. She never thought she made such a distinction between the two men until now—how she separated the sweet, charming yet mischievous behavior of Terry McGinnis from the authoritative and intimidating presence of Batman. The two sides of him seemed to converge at one point and that was her. He was doing this for her and it broke her heart.

They watched as Terry slipped around the side and disappeared into the boat's ventilation shaft that spilled out into the hallway. There were four guards patrolling outside the rooms of their criminal bosses on the first level. He kicked out the vent grate and landed solidly on top of one guard, flicking three batarangs to disarm the other ones. He dove into a front roll and came up on his knees, punching one guard in the solar plexus and kicking the other in the throat, knocking both men out. The third man had managed to hold on to his gun and shot wildly at Terry, who threw himself forward to avoid the bullets. He swept the thug's legs out from beneath him and delivered a vicious elbow to the crook's sternum, leaving him writhing on the floor. He kicked the gun aside and strode purposefully down the corridor, pressing one finger to his domino mask to use the x-ray scanner so he could find Kovac.

"I'm here," Selina's voice spoke, nearly making Max jump.

"He's on the first floor looking for Kovac. Most of the men are on deck so I'll have Max create a diversion to give you room to maneuver," Bruce answered.

"Already done," Max said, setting off another alarm in one of the lower levels of the boat. The men dutifully filtered down the stairs, forcing Terry to dart into a broom closet to hide as they went past, searching for the culprit who had laid their fellow thugs out. When everything was clear, Terry came out and went down after them while Selina climbed on board, slinking towards the staircase. He repeated the same process of taking out guards and scanning the rooms before moving to the third deck just as Kovac reappeared in the hallway.

Max's mouth went dry as Terry turned the corner and stopped dead in his tracks as he saw Kovac standing there. Her fingers whirled into action cutting to the camera in that particular hallway, accessing the sound. Kovac reached for the gun at the small of his back, his voice filled with both panic and confusion.

"Who the hell are you?"

Terry's voice came out in a growl that made the skin on Max's spine crawl. "Vengeance."

Kovac snorted. "No, you're not. You're just some punk in a mask. What are you even doing here?"

"Selina, get down to the third deck, now!" Bruce ordered.

"I'm on it."

"I owe you something," Terry replied, allowing his tall frame to go still. Max knew that stance. To the average person, he looked defenseless but she knew about his lightning fast reflexes and the fact that he'd be practicing throwing batarangs without the aid of his suit. Kovac was in for it.

The crook tilted his head slightly. "And what's that?"

In an instant, Terry withdrew a batarang and threw it straight and true. Kovac got off one shot before it hit him in the back of the hand and cried out. The bullet grazed Terry's right arm but he ran for Kovac anyway and grabbed two fistfuls of his shirt. He slammed him against one wall and then another, dazing the older man, and then pinned him to the wall right below the camera. His voice came out in a deadly hiss.

"Blood for blood, Kovac. You almost killed my best friend. I swore I'd never let anything happen to her. I swore it."

He reached for another batarang and Selina suddenly appeared, calling out to him.

"Don't move!"

She unfurled her whip at her side, chest heaving, sweat dripping down her delicate but wrinkled brow. Terry tilted his head to the side so he could see her.

"Stay out of this."

"Like hell," Selina spat. "Put him down. He's not worth it."

"How can you say that?" Terry growled. "Do you know what he did?"

"I know damn well what he did and that's why I'm telling you to let him go. If you kill him, you're no better than all the scumbags you've spent night after night sending up the river. She doesn't want you to do this. None of us do," Selina said, her voice both authoritative and yet sympathetic.

"I have to. I made a promise. I failed her," he murmured. A lump formed in Max's throat. She had never wanted to hear that tortured tone in his voice or see the torment on his handsome face. He deserved better.

"No, you didn't. It isn't your job to keep her safe. It's hers. She knew that the second she put the mask on. The only way you'll fail her is if you kill him."

He seemed to waver for a moment and Selina's grip tightened on her whip, her voice rising. "Put…him…down. _Please_."

After several paralyzing moments, Terry let Kovac slip out of his grasp. The older man slid down the wall as his knees gave out, too afraid to say something scathing or witty because he knew if the mysterious woman hadn't appeared, he'd be dead. Terry dropped the batarang and walked towards the staircase. Selina coiled up her whip and tied it back to her waist, breathing a sigh of relief.

"I'm sending in the police as we speak. Get clear," Bruce said softly. She nodded and hurried off the boat alongside the silent Terry. Max closed her eyes, thanking God for the small miracle that had occurred and praying that she would never be in need of another one.

Fifteen minutes later, the two of them arrived in the Cave via the batmobile. Max felt a conflagration of emotions when Terry stepped out of the jet, pulling off the domino mask to reveal the ice blue eyes she had become so accustomed to over the past year. She stood up from the chair and surprise stole across his face as he walked over to her, opening his mouth to say something.

"Max, I—"

She lifted her arm and slapped him as hard as she could.

Terry stumbled backwards, bumping against the computer, his jaw slack, cheek stinging. Max stood there with her shoulders shaking, unshed tears in her eyes, throat tight, and spoke what she felt.

"If you ever…ever…do something that stupid again, I'll kill you myself. Do you understand me, McGinnis?"

She saw several things swirling in the depths of his eyes: pain, anger, worry, shame, and finally regret, but he nodded slowly to confirm that he understood. She turned her back on him and made a slow path up the stairwell to the mansion and disappeared, leaving darkness and silence in her wake.

* * *

**We're coming up on the end, folks, but I just had to stop and say thank you so much for all you wonderful reviewers. I've never had a fic that went over 100 reviews and this one has and I just feel honored. You are a lovely fandom and you've been so good to me over the years. I'm glad you enjoyed this romp of ours and I hope to bring you more in the future. **

**There's probably going to be either one or two more chapters so be on the lookout for them soon. **

**Forever grateful,**

**Kyoko  
**


	12. And get off the ride

It took two weeks for her cracked ribs to heal. She didn't mind, really. The pain gave her something to focus on—mainly getting stronger. In her battered condition, she couldn't put the cowl back on but she forced herself into a rigorous physical therapy class. Bruce had been kind enough to forge her an extensive doctor's excuse explaining her two-week absence from school and she used the time as effectively as she could.

At first, she spent only her first week of rehabilitation in the Manor before returning home, but she found that her concentration was better when she practiced physical therapy in Bruce's old gym. She'd gotten used to his lack of greetings when she came in the door and the stale smell of burnt coffee in the kitchen and he'd gotten used to her biting sarcasm and refusal to break under his stony gaze. A begrudging amount of respect slowly built itself between them until eventually he stopped griping at her about taking showers in the master bathroom and forgetting to turn the dishwasher on after she ate lunch.

Terry, however, was a different story.

He left her 33 messages within the first forty-eight hours of the incident with Kovac—a staggering number when one considered the fact that Terry always forgot to call and hated apologizing. She suspected he thought she would break and call him back after her Voicemail filled up but she maintained radio silence until he seemed to get the message. She knew he was desperate when she woke up to a jar of Nutella and a note saying, "Sorry" placed on her windowsill and nearly buckled from the sweetness of the gesture, but decided to remain strong and teach him a lesson.

The soreness in her muscles came and went but one thing remained: the nightmares. Despite her best efforts, Max still dreamt of inky darkness and Kovac's empty smile as he beat her mercilessly to a bloody pulp. She often woke up in the middle of the night drenched in sweat, her tendons singing with tension as if the beating had begun again. She didn't feel comfortable talking to Bruce about them since he had enough nightmares in his life and couldn't bring herself to tell Selina about them because they made her feel weak and vulnerable so she kept it to herself.

A vicious storm brewed one night while she tossed and turned, her mind plagued with images of smoke and huge hands reaching for her throat, until she heard an unmistakable creaking sound in her bedroom. She went perfectly still, her eyes straining to see in the pitch black. She hadn't left the bathroom light on and cursed her carelessness, wishing she could hear over the sound of the rain pelting her window. Another creak, this time at the foot of the bed. Max maneuvered her legs to the edge of the sheets and waiting for lightning to strike. A blinding light ripped through the room and she leapt from the bed, kicking the intruder right in the stomach.

"Slaggit!"

She froze, recognizing the voice instantly. Max then rolled her eyes and turned on the bedside lamp to reveal a soaking wet Terry clutching his abdomen and wheezing.

"Jesus, Max, what was that for?"

"You were _stalking me_ in my bedroom!" She shot back. "What was I supposed to think?"

"I didn't think you were home," he said with a groan. "It's only eleven o'clock. I thought you'd be at your lab."

"Well, I'm not and it serves you right for breaking into my apartment," she grumbled, though she had to admit she felt a little bad having assaulted her alleged best friend. Still, she pretended not to care and crossed her arms beneath her chest.

"What do you want?"

"You won't return my phone calls and you avoid me every time I'm at the Manor," he replied with a frown. "I came to talk to you."

"You've said sorry about a hundred times by now. Did it ever occur to you that maybe that's not enough?"

Terry adopted a hurt expression. "I got you Nutella."

The immature simplicity of the statement made the edge of her lips quirk upward.

"Nice try, McGinnis, but the way to my heart isn't through my stomach."

"Fine, then I suppose I'll have to try some of your other organs."

She lifted an eyebrow. He frowned. "That came out weird."

Max shook her head, reaching for the comforter. "Good night, McGinnis."

He caught her wrist and she froze, surprised at the sudden contact. Reluctantly, she glanced up at him to see a firm look on his face. "I mean it. Talk to me, Max. Even if it's to tell me what a sexist moron I've been. I can't take this silent treatment and I want to make it up to you."

She tugged her arm loose, standing her ground. "Do you really want to make it up to me or are you just feeling sorry for yourself?"

He winced. "Maybe a little bit of both."

The honesty of the statement lessened her anger. She could already feel something warm in her stomach that was remarkably similar to forgiveness. "Good. If you want me to forgive you, you're gonna have to do three things."

"Please tell me one of them is some variation of the phrase 'back massage'."

She rolled her eyes again. "One, stop calling me in the middle of the night when you forget where the spare key is at your Mom's house. It's annoying and it messes up my sleep schedule."

"Done."

"Two, admit that I can handle myself and don't need the protection from the Big Bad Bat."

A stubborn look flooded across his features. "But you _did_ need my help. You would have died if I hadn't found you in time."

"I said protection, not help, Terry. I appreciate your concern, but—"

"Concern?" he said incredulously. "Max, you passed out in my arms. For a second, I thought you were gone. Do you have any idea how that felt?"

She narrowed her eyes at him. "Actually, I do. Remember that time you crawled in through my window at two in the morning with your shoulder out of its socket and an entire pint of blood missing? You passed out in my arms. I had to call Barbara to help calm me down because I thought you were dead, so don't you dare lecture me on how it feels to think you've lost someone."

"Fine. I admit that you're right in that respect, but you can't fault me for wanting you to stop this when you've seen what I've seen. This city butchers people alive every night so forgive me for not wanting it to happen to you again."

Max pressed a hand to her forehead, trying to get a handle on her temper. "Terry, if I told you to stop being Batman because I didn't want to see you get hurt or die, you'd still do it anyway. How is it fair for you to ask the same thing of me when you wouldn't do that?"

Her words stopped him. He searched his brain for an answer, but nothing surfaced—nothing he wanted to admit just yet, anyway. Her argument had finally worn away his defenses, leaving him raw and exposed. In the end, he just sighed.

"Max, I've got a very small family already. I don't want it to get any smaller."

She opened her mouth to argue but he interrupted her. "But you're right. You need my help, not my protection. I'm sorry I didn't understand the difference."

The pink-haired vigilante pressed her lips together for a moment to avoid smiling. "I forgive you, but I've got one more condition."

She shifted her weight, her voice softening. "I want you to train me to be a proper vigilante and let me join the team so that nothing like this ever happens again."

He stared at her for a long moment. "Bruce isn't going to like that last one."

"He'll get over it."

Terry sighed, running one hand through his sopping wet hair. "Alright. I owe you that much. You did prove that you can handle yourself out there, even if you got in over your head."

She bit her tongue to keep from saying something snide. "Thank you. That's all I ever wanted you to say."

"You could have told me that," he said accusingly. She scowled.

"You should have known from the beginning."

"I think we both know I'm not that bright. It would have been courteous."

"You're not being courteous now, standing here getting me wet."

He arched an eyebrow. A horrid blush rushed over her cheeks and she quickly corrected herself. "My clothes, I mean. You're dripping."

He glanced downward, not noticing that he had been getting rainwater all over her carpet and the bottom of her pajama pants. "Oh. Sorry."

"There's a change of clothes in the bottom drawer. Help yourself," she continued, silently berating the grammatical part of her brain. He flashed her a grateful smile and went to the dresser, stooping to open the drawer. Her eyes wandered to his backside and she couldn't help admitting that Selina had been right about that cute butt of his. He turned and she feigned interest in the carpet while he trudged over to her bathroom to change. As soon as the door shut, Max snuck over to her bedroom door and stuck her head out to make sure there was no one home other than her. No TV, no popcorn in the oven, nothing. She had the place to herself. Good.

She closed the door and locked it, then stopped and thought about what she'd just done. This was something a teenage girl hiding her boyfriend in her room would do. What the hell was going on inside her brain?

She brushed off her strange thoughts and climbed back on the bed just as Terry reappeared with a small white towel around his neck having changed into a white tank top and loose blue jeans. "Hey, do you mind if I wait out the storm? I'd hate to try and go home in this mess."

"Sure. It's not like I was going to sleep any time soon," she replied with thick sarcasm in her tone. He sat across from her on the bed, grinning.

"We could always have a sleepover."

Max shot him an amused look. "And what do _you_ know about sleepovers?"

"What's there to know? Popcorn, scary movies, and girls in their underwear."

She smacked him with her pillow. "Typical boy fantasy. Despite what you think, when we're alone, girls don't strip to our panties and compare breast sizes."

He pouted. "Oh, sure. Ruin the fantasy."

She stifled a laugh. "I don't ruin fantasies, I make them. I am Catwoman, after all."

Terry smirked. "Point taken. There are entire cults devoted to you, your Royal Hotness."

"Why thank you, my loyal subject," she replied in faux British accent. "Your flattery has won me over and you may stay until the rain stops."

He bowed his head, the smile widening. "Thank you, my goddess."

Max fought another giggle as she slipped her legs beneath the covers and he climbed onto the other side of her bed, collapsing on his side. She expected to fall right asleep like always but there was something nagging at the back of her mind. Their relationship had merely shifted, not changed. He still made her angry, made her laugh, made her feel whole but there was something rising in her chest and blossoming outward into a strange sensation she didn't understand. After all, it was just Terry. They had shared a bed dozens of times. Then it occurred to her.

She'd never shared the same bed with Terry…as _Catwoman_.

Time stretched and she lay there wondering why her heart beat just a bit faster and her skin felt just a little more sensitive than normal. He had surely gone to sleep by now and she was still incredibly awake and listening to the rain on the rooftop and the sound of his measured breaths behind her. Then, abruptly, he spoke in a low voice.

"Hey, Max?"

She nibbled her bottom lip, stuffing down her surprise. "Yeah?"

"Can I ask you something?"

"Sure."

"That night in the park, after you saved me…" Her heart rate tripled and she dug her fingers into the fabric of the pillow to stabilize herself.

"…and you kissed me. Was it Catwoman kissing me or was it Max?"

She squeezed her eyes shut for a moment and tried to speak but her throat constricted and she couldn't get the words out. Powerful woman that she was and yet one little question reduced her to a speechless buffoon. All the witty remarks and sexy turns of phrases left her in a vacuum of awkward silence that only ended when she sat up, her voice soft.

"I think you should go."

The bed rustled beside her and Terry sat up as well, but he didn't leave like she thought he would. Instead, he pushed up on his knees, hovering just out of touching range, his voice nearly too quiet to hear over the rain.

"Is that so?"

She tried her best not to glance down at his lips or the smooth line of his collarbone, hating that her voice trembled slightly when she spoke. "Yeah."

He leaned closer, his hot breath brushing over her lips. "You sure about that?"

"Definitely…one hundred percent…sure…" she mumbled just before their lips met in the darkness. His were as soft and full and warm as they'd been the first time she kissed him. There was no hesitance, no question, in that kiss. He knew what he was doing and he'd known the second he climbed through her window what he wanted. They had entered an unspoken agreement and they knew the rules—no talking, no protesting, no rationalizing. He was Bat. She was Cat. They fit. End of story.

She shuddered when his large hand drifted to the side of her hip and pulled her towards him. Her chest met the solid heat of his and she nearly melted right then. Gently, he pushed her down on the mattress and stretched out above her, parting her lips with his tongue and deepening the kiss. Her breath turned to deep, hurried pants in only seconds and her pulse raced as she fumbled for the hem of his tank top. He paused and pulled it off, eagerly returning to her mouth. She made a muffled sound when he tugged her pajama bottoms away from her legs and traced the smooth skin from her right knee to her thigh, her thigh to her hips: patient, teasing, and intoxicating all at once. He broke from her lips and drifted to the side of her neck, pressing heated kisses against the delicate skin as he drifted lower one inch at a time. Her fingertips traced the scars on his back and made him shiver, a sensation she savored because she had never felt such control over him before. Part of her knew wanted to commit every little sigh to memory but she knew neither of them had the patience for it tonight.

Max had never considered anything in her life to be perfect—not her family, not her martial arts, not her unruly career as a vigilante, not even her grades—but the moment when Terry murmured her name as he pushed inside her was the closest she'd ever come to knowing perfection. There were things she knew that he would never tell her and could never tell her out loud that he told her with his body, with his slow, steady movements above her, with the touch of his hands, with the heat of his mouth. The walls between them crumbled and everything tumbled out into the light and for once, she didn't care. He was both the knife that cut her open and the salve that soothed the wound, and so was she.

Hours later, after they made love, when the nightmares crept into her mind and she began to stir and murmur in her sleep, Terry's hand glided across her waist to her stomach and gently rubbed it until she relaxed and fell into a peaceful slumber. He kissed her shoulder and drifted back to sleep curled contently against his femme fatale, well and truly sated.

* * *

Bruce Wayne couldn't sleep.

It shouldn't have come as a surprise to him. He hadn't slept peacefully since he was eight years old, but this particular night seemed to plague him in ways different from his usual restlessness. Other nights there were nightmares about his parents' murder, the thug he'd chased away with that filthy gun, losing Terry, or losing one of his adopted sons, but tonight something else kept the former Dark Knight awake. Something tall, dark, and sultry, even after all these years.

Frustrated, Bruce sat up in bed and grabbed his cane, hobbling towards the bathroom to get a drink of water. It didn't help. He hadn't expected it would. He stared into his reflection, his gravelly voice muttering, "Get it together, old man."

He shuffled back to bed but stopped when he got there. As usual, Ace was curled up at the foot of the bed but instead of being asleep the Great Dane was staring at him. Bruce cocked an eyebrow upward and the dog tilted his head slightly and licked his chops. The old man sighed.

"You're kidding me, right?"

Ace made one whining noise in his throat. Bruce frowned.

"You don't even like her."

Ace blinked once, continuing to stare at his owner. Bruce stifled a groan and headed towards the closet, muttering mutinously the entire way.

"Stubborn animal."

* * *

Selina Kyle couldn't sleep.

She found this remarkably unusual. In her younger years, she could sleep through anything—earthquakes, snowstorms, a dozen cats jumping on and off her bed at odd hours of the night—but this particular night left her restless for some reason. She lay on her back staring at the water splashing against her bedroom window and the beautiful patterns of lightning ripping through the clouds above. It conjured up memories of playing in the rain at midnight, her suit plastered to her perfect figure, laughing gleefully as the Dark Knight chased after her, trying to retrieve whatever trinket she'd snatched just to goad him into following her.

"Get it together, woman," Selina grumbled at herself, pressing her hands over her face and dragging them up into her silver hair. The black cat curled up next to her on the pillow opened one golden eye, watching her as she rolled over and rubbed the top of his head.

"I'm a mess, aren't I, Aset?"

She tossed back the covers and donned her robe, tying it about her waist and wandering through her enormous home towards the kitchen. She stopped in the hallway when she noticed the light was on and she hadn't left it that way. Quietly, the former Catwoman got a poker from the fireplace and crept towards the kitchen with it raised like a weapon as she heard a bit of movement indicating that she indeed had an intruder. Taking a deep breath, she pounced in the doorway, ready for a fight only to find Bruce Wayne sitting calmly at her kitchen table sipping coffee.

"Couldn't sleep?"

Selina eyed him for a moment and then sighed, lowering the poker. "No. You?"

"No."

He pushed the mug of coffee he made for her forward. She set her improvised weapon aside and walked over to the chair across from him.

"Three cream, two sugars, right?"

Selina lifted an eyebrow. "Where'd you get sugar? My doctor told me to stay off the stuff for health reasons."

The edge of his lips quirked upward. "Brought my own."

She took a sip, her eyelids fluttering in pleasure. "Forgot how good it tastes."

"Me too."

They continued drinking in silence, wearing their most impenetrable poker faces and avoiding eye contact. Selina decided to go first.

"You know, I threatened to claw out the boy's eyes for breaking and entering. You've done it twice now. I think I owe you a beating."

"I'm sure I deserve it," he replied smoothly. She nearly rolled her eyes at his dry and yet somehow charming tone. Years had aged him, but the Bruce Wayne debonair hadn't disappeared as his looks had.

"Is this your sad attempt at apologizing? The way to my heart isn't through food, you know," she mused. He set his mug down and linked his fingers, settling his large hands on the table in front of him.

"No, it isn't. You know as well as I do that what happened shouldn't have happened."

She met his steady gaze, her emerald eyes glinting with conviction. "Perhaps I will if you admit that this is both our faults. She got hurt because of my arrogance and your overprotective tendencies."

He said nothing for a long moment and then gave the barest nod. "What do we do about it?"

Her eyebrows rose just a touch. "You're giving me a choice?"

"Obviously she's not going to quit unless I hand her over to the cops, and the boy wouldn't let me if I did."

Selina sat back in her chair and crossed her legs, eying the former Batman with definite interest. "Are you suggesting that we work together?"

A small smirk touched the edge of his lips. "Perhaps."

Selina shook her head, grinning in disbelief. "I never thought I'd see the day. It appears Mr. Grayson owes me quite a bit of money."

Bruce arched an eyebrow and she waved the comment away. "Never mind. Your offer is definitely interesting, but you know I have my own style of doing things, Bruce. I don't like to play by the rulebook. That isn't what makes a Catwoman."

"I'm not asking you to move in with me," Bruce grunted. "I'm suggesting that we open communications between us in order to keep the kids in line."

Part of Selina's heart nearly burst at his diction. Bruce Wayne calculated every word that left his mouth and the implication that Terry and Max were their kids warmed her more than the hot coffee had moments earlier. She never wanted to forgive him so easily, not after all the bitterness and silence that had passed between them, but she could already tell that part of her already forgave him. She'd have to thank Max someday.

"It's not the worst idea I've ever heard," she admitted, keeping her face completely unreadable. "As long as you agree not to cramp my girl's style, it's a deal."

"Good." He sipped his coffee and she did the same, sealing the agreement.

"I suppose we should tell them. Though probably not tonight."

He glanced at her in question and a very sly smirk touched her lips. "Seems like we're not the only ones…_collaborating_ tonight."

Bruce let out an annoyed sigh, his brow furrowing, and Selina chuckled. "Relax. It had to happen eventually. It's tradition, after all. Besides, he's a sweetheart and she's passionate. They won't break each other's hearts any time soon."

She pushed her chair back and offered her hand. "If that's all, then good night, Mr. Wayne."

He stood and took her hand, lifting it to his mouth and kissing it. The surprised look on her face made him grin.

"Good night, Ms. Kyle."

* * *

**Well, kiddies, we have a final chapter coming up and that's the end of our little adventure. Once again, I humbly thank you all for reading and reviewing. Keep the kind words coming in a steady flow. They really do help me write. Until then, I hope this chapter keeps you all cozy. **

**Kyoko**


	13. Go, go home, it's over

"What's this?"

Her palm grazed a spot of tender flesh on Terry's stomach, making him inhale sharply. He glanced downward, holding up the sheet so that the orange-gold light from her lamp could trickle in.

"That's a bruise from where you kicked me."

Max's jaw dropped. "It is _not_."

"It is," he insisted, stifling a laugh at the horrified expression on her face. Max quickly withdrew her hand, not wanting to make it hurt more.

"You bruise easily."

"Yeah, and you've got a really hard foot."

"Shut up," she muttered, rolling her eyes. He grinned and leaned in for a kiss. She accepted. It took a large amount of restraint for her not to sigh into his mouth. She couldn't count the number of kisses he had bestowed on her in the last couple of hours, but each one felt unique and memorable. Each had its own varying softness and feeling behind it. Often, she found herself hoping he never stopped kissing her.

"We should probably tell them soon," Max said after a while. She settled onto her side—the one with the least amount of sore ribs—and he mirrored her, one large hand gently mapping the curve of her naked hip. His skin looked pale next to hers. She liked it.

"I'm not in a hurry," Terry admitted. "Bruce told me dating within the team leads to disaster. I think he always knew I liked you but didn't want me to get involved since my job's so dangerous. He's been in situations like this before, you know."

"Naturally. Selina tries to hide it, but I know she still cares about him."

"We should fix them up."

Max giggled. "I'm sure that'll go over well."

Terry shrugged one shoulder. "I don't see why not. Maybe having her around will get him off my back."

She shook her head. "Ever thoughtful, aren't you?"

"Mm-hm." Another kiss. Two more. She was getting greedy. His hand was wandering, too, and she nearly forgot what they were talking about during its exploration. Still, she knew there was more to say—and more time to be lascivious—so she reeled in her focus.

"What should we say at school? People are gonna notice."

Terry watched her for a moment. "It's up to you. I can take the heat from Dana since I'm used to it, but what about you?"

Max sighed, lowering her eyes to the mattress. "I don't know. It's so hard to tell with her sometimes. She'll be mad at first, but maybe after a while it'll make more sense to her. I just hope she doesn't hate me forever."

"People change. She's a good person. She won't be mad forever."

"Though, now I sort of understand why she never broke up with you." A blush started to form by the end of the sentence as Max's eyes wandered over his upper torso, practically radiant with allure in the dim light. He grinned, pleased by the comment.

"Flattery will get you nowhere, Ms. Gibson."

"That's not what I hear."

More kisses. She shook her head, drawing back. "I need to take a shower."

Terry's grin widened. "Hm, that sounds like fun."

She rolled her eyes. "By myself."

"Good luck with that," he purred, wrapping a muscular arm around her waist and tugging her into the circle of his body. She didn't try to wriggle out of it, either. Instead, she pressed her face into his neck and breathed in the scent of his skin, warm and alive. He felt like home.

"It won't always be like this, will it?" she whispered when the silence had wrapped around them like the night itself. He shifted a bit and kissed her forehead. She lifted her head enough to meet his gaze. His pale eyes were serious from so close, but sincere all the same.

"No. But we'll try to keep it that way for as long as we can."

Max smiled. "Good answer."

* * *

TWO MONTHS LATER

"Is that the last of it?"

Marvin nodded, grabbing his partner's arm so he could pull him up into the back of the armored car. "Yep. Bastards didn't know what hit 'em. How much you think we can fence this stuff for?"

Gary pulled the doors shut, chuckling in the back of his throat. "Enough to get us to Mexico to prune up in the sun with bitches and booze for the rest of our lives."

"I like your style, man." He went up to the front of the trailer and banged his fist on the wall twice. The driver up front slammed on the gas, making the two men stumble as the car rocketed out of the back lot of the jewelry store.

"When does the boat leave?"

"Quarter after three. I've got the bags already packed and waiting for us in a limo nearby. Twenty more minutes and we're set for life. Man, I love this city."

Gary squatted to examine a ruby necklace when all of the sudden, the trailer shook violently and they heard the tires screeching beneath them. The armored car slammed to a halt, knocking both of them against its steel walls. They rubbed their aching skulls and stood up, confused.

"What the hell, Lenny? Forget how to drive?" Gary growled into his mic. Silence greeted him. He frowned trying again.

"Lenny? Answer me, ya dreg!"

_THUD._ Both men's eyes snapped to the ceiling after hearing something heavy land on it. Marvin spared his partner a nervous glance and he nodded. They withdrew their guns and flashlights, aiming at the back of the truck.

"Think it's the Bat?"

"I don't know. Just keep quiet for a couple seconds," Gary instructed, pulling his ski mask back down over his face. He inched closer to the lock, sliding it back slowly and taking a deep breath. Sweat dripped down his spine like icy fingers. He swallowed to wet his dry mouth and took a deep breath. Without warning, he kicked the doors open and aimed at the first thing he saw.

A cat.

Nothing.

Gary narrowed his eyes, peering into the dark alley their truck had stopped in front of to detect any sign of life other than the stray animal. He leaned over the edge of the trailer to find that the tires were all punctured and swore.

"Grab the stuff and make a run for it. It's gotta be the Bat or—"

A pair of impossibly strong arms grabbed him by the shoulders and yanked him up into the air, screaming.

"Gary!" Marvin hollered, too petrified to move. He heard gunshots on the top of the trailer and then another heavy thud. It was enough to convince him to run for his life so he grabbed a sack of jewelry and leapt out of the truck, racing down the dark alley. His knees knocked over trash cans but he kept going, panting heavily and darting around corners as fast as he could until he reached a point where he had to stop because he was about to have an asthma attack. He flattened himself against the brick wall, the gun in one hand, and the stolen jewelry in the other. The thief waited to hear footsteps but none came. Maybe he'd gotten away.

"Looking for someone?"

Marvin whirled, gun raised, to find a woman standing in front of him. He squinted in the dim moonlight to see her, his voice wavering when he yelled, "Don't move!"

She raised her hands and walked forward into the light, which spilled over her black suit, short cat ears, and silver goggles. Her face was hidden behind a black cloth mask except for the goggles and there was a whip coiled at her shapely hip.

"Oh, I wouldn't dream of it."

"Move or I'll shoot!"

He could hear the smile in her voice. "I thought you just told me not to."

"Shut up! I may be scared of the Bat, but I ain't scared of you."

She clucked her tongue. "Now that's a damn shame. What's a girl got to do around to get a reputation with you crooks?"

Marvin glared. "Last chance, kitty cat. Move it."

Her posture straightened all of the sudden and a low sigh escaped her lips. "You really shouldn't have called me that."

Before he could move, she kicked the gun out of his hand and punched him in the jaw. He tumbled backwards, dropping the bag, and then recovered, reaching for his back up gun tucked in the small of his back. She dove into a front roll as he shot at her and kicked him in the chest with both feet on the way up. He smashed into the brick wall behind him and slid down, moaning in pain. Catwoman rose to her feet and rested her hands on her hips, her voice casual.

"Don't jump in or anything."

Marvin heard a chuckle and then nearly wet himself as Batman appeared from out of nowhere on his right, brandishing a pair of handcuffs. He snapped them on the fallen thief, shaking his head.

"Shouldn't have called her kitty cat. Bad manners, you know?"

Police sirens whined nearby, filling the alley with blue and red lights. The pair of heroes saluted to the terrified criminal and melted back into the shadows. They watched him be hauled to his feet by the police from atop a building nearby.

Max sighed. "Two months and still no gasps of horror whenever I show up. I'm really starting to hate this city."

Terry laughed. "This isn't a cartoon, y'know. People don't really do that in real life."

"That guy looked like he was about pee himself when you showed up. That's all I want. Is it too much to ask?"

He shook his head. "You'll get there soon enough. I'm sure Selina can give you some tips. Hopefully some non-lethal tips."

"_Oh, shut up,"_ the former Catwoman chimed in from his radio. _"I've never killed anyone, for your information. Keep sassing me and you'll be the first."_

Terry grinned, unable to hide the amusement in his voice. "Yes, ma'am."

"Where are we heading next?" Max asked, trying not to giggle.

"Fourteen and ninth. We've got a gang fight that's getting out of control. Be advised, it's pretty nasty out there."

The pair met eyes and smiled slowly at each other.

"We can handle it."

FIN

* * *

**I am eternally grateful for every review, every Story Alert, and every favorite I've gotten on this fic. It's been a truly wonderful experience writing it and I hope you guys enjoyed the ride. I have no plans for a continuation, but hey, who knows what the future might bring?**

**It's been a pleasure.**

**Kyoko**


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